


Jemma's To Do List

by chinesebakery



Series: In a Universe Far Far Away [2]
Category: Agents of S.H.I.E.L.D. (TV), The To Do List (2013)
Genre: A happy Fitz is a sassy Fitz, Alternate Universe, Angst and Fluff and Smut, Blow Jobs, Comedy, Cunnilingus, F/M, Fingerfucking, First Love, First Time, Friends With Benefits, Friends to Lovers, Hand Jobs, Light Angst, Love Confessions, Pining, Romantic Comedy, Sadsturbation, Semi-Public Sex, Sex, Smut, all's well that ends well
Language: English
Status: Completed
Published: 2016-09-19
Updated: 2017-03-19
Packaged: 2018-08-15 22:40:22
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 7
Words: 32,862
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/8075629
Author URL: https://archiveofourown.org/users/chinesebakery/pseuds/chinesebakery
Summary: Overachiever Jemma Simmons is not used to failure. When she can’t retain the attention of dreamy college boy Milton Waters, she blames it on her lack of sexual experience and resolves to learn everything there is to know about sex by the end of summer, before she leaves for college. She can count on her friends Daisy and Bobbi for moral support, and on her mean girl step-sister Raina for reluctant guidance. As for experimenting –surely her good friend and lab partner Fitz would be willing to help?





	1. Chapter 1

**Notes for the Chapter:**

> If you've seen the movie, this chapter will feel _very_ familiar. That should change from the next chapter on.  
>  Much thanks to AgentCalliope and RaptorLindsay for beta-reading and moral support!

Jemma Simmons felt at an all time high. She was positively buzzing from the rush of giving her valedictorian speech– a speech that she'd been working for the better part of the last month. It might not have been a complete hit among her less academic-minded peers, but she'd distinctively seen her friends clap and cheer, and that was plenty enough. Finally. She'd made it. Top of her class in every single subject but PE. Now that high school was over, at long last, she would soon be off to one of the most exclusive schools in the world, come September.

Life was good.

She was striding to join her parents at the edge of the school ground when she heard someone calling her name in a pleasing, Scottish brogue.

"Jemma! Jemma, wait!"

She turned around and found Fitz jogging being her, almost tripping in his too-long graduation robe every other step. When he caught up with her, panting slightly, he gave her a brilliant smile as he straightened his cap which had gone completely askew.

"I just wanted to tell you that your speech was _brilliant_ ," he said, grinning. "Don't worry about those idiots. I thought it was really inspirational."

"Oh, thanks Fitz!" she beamed, and, without giving it another thought, pulled him into a tight hug. She and Fitz weren't usually the touchy-feely type, but this was as good an occasion as any and to her surprise, he reciprocated enthusiastically, holding her tighter and longer than she had anticipated.

"Your hair smells nice," he blurted out, blushing faintly. "Is that lavender?"

Oddly enough, she felt her own cheeks warm up. In the two years they'd been working closely together, they'd established strong, if unspoken, boundaries. He'd never remarked on anything so personal. "Oh, it's just–"

"And who are you?" Jemma's father, Judge Phil Coulson, wrapped a protective arm around her shoulder as he glared unabashedly at Fitz whose eyes widened as his hands began fumbling together with unease.

"Oh, hi, sir. I'm Leo Fitz. I'm Jemma's partner–"

" _Partner_?" Phil barked, ready to jump to conclusions as he so often did where his daughter was concerned.

Thankfully, Melinda May, Jemma's step-mother, was making their way to them, ready to rescue her from further display of overbearing parenting.

"You _know_ Fitz, Phil," Melinda placed a placating hand on his shoulder. "He's Jemma's science lab partner–"

"AP chemistry partner," Jemma clarified.

"AP chemistry partner," Melinda repeated evenly, with the merest lift of her eyebrow. "You've met him before."

Phil nodded shortly, shooting Fitz a look that was nothing short of disapproving.

"Hey, can I talk to you for a second please?" Fitz said, glancing uncomfortably in her father's direction.

"Sure." Jemma grabbed his elbow and pulled him a few steps further, out of ears range.

Fitz's eyes instantly fixated on his shoe. "I just wanted to tell you that I– I really enjoyed studying with you this year. I couldn't have hoped for a better lab partner."

"Thank you," Jemma said brightly. "And likewise. You were quite competent, really. Inventive, even. We work well together."

"Yeah," he nodded, smiling tightly. "Anyway, I'm psyched that we'll be working together at the pool this summer, and since we're both going to the Academy in the fall… I think maybe the cosmos might be trying to tell us something."

"Look at _that_. The courtship ritual of the nerds. Fascinating," Jemma's insufferable step-sister Raina Garner exclaimed viciously, as her customary sneer stretched on her lips. "It's no wonder the good judge is fuming out the ears."

"Ugh, Raina," Jemma groaned, rolling her eyes. "Our relationship is strictly professional! Fitz and I are just friends."

Raina snickered as her eyes bounced from Jemma to Fitz. "Sure, sure. You keep telling yourself that, kid."

"I'm only three years younger than you," Jemma huffed indignantly before turning her back towards her. "Sorry Fitz," she said, wincing as she took in his crumpled expression. Under her breath, she cursed Raina for embarrassing him. "You were saying?"

Fitz looked up with a dejected frown. "Yeah, I was just– I wanted to give you this." He pulled out a small gift-wrapped package from his messenger bag and held it to her, a tentative smile playing on his lips.

"Oh thanks, Fitz!" Jemma's heart somersaulted in her chest. It was so thoughtful of him to bring her a graduation gift! Reflexively, she felt a pinch of guilt at the sudden thought that she didn't have anything to give him in return. Fitz didn't look deterred, though. Instead, he was looking at her expectantly, waiting for her to open her present. Jemma beamed at him before she tore off the wrap, uncovering something small, fluffy and woolly. "They're... socks," she said, puzzled.

"Actually those are slippers," Fitz replied, scratching the back of his neck. "And they're for your dorm room. I know how your feet get really cold and–"

"We did it! We did it!" Jemma's best friends Bobbi and Daisy chanted together as they launched an attack hug on Jemma, while Fitz took a few cautious steps back.

Jemma chuckled and returned their hugs, fighting a mounting wave of nostalgia. At the end of the summer, they would each go on their separate way. She had no idea how she would even cope without seeing them every day. Well, except for Fitz. She would still have Fitz, and the thought was immensely comforting. Still, she and these girls had gone through a lot together– navigating puberty, high school politics and deep-seated fear about what the future might hold. Along the way, they'd formed a deep, meaningful bond that, Jemma hoped, was meant to morph into a lifelong friendship.

She really had the nicest, sweetest friends a girl could hope for.

"Can we get out of this family fuck-fest and go to an _actual_ party?" Daisy blurted excitedly.

Her outburst was immediately followed by a loud groan of disapproval from Jemma's dad. Daisy had the decency to flinch, looking chastised. "Oh, hello, Judge Coulson, sir. Hi, Melinda!"

Melinda smirked and waved her hand before linking her elbow through Phil's, looking ready to forcibly remove him if necessary. "Enjoy the party, girls."

***

Mack was looking at Fitz with a mixture of amazement and sympathy. "Did you just give the girl you've been after for two years _a pair of socks_?"

" _Slippers_ ," Fitz groaned, rubbing a hand over his face. "They're slippers. For college." Why couldn't anybody tell the difference?

"Whatever, mate," Hunter intervened, clapping his shoulder. "You're supposed to give her girly shit, like flowers or Macy's coupons or whatever."

Fitz considered that for a minute. Hunter had a point. He usually did, when it came to women. Amazingly, Hunter tended to get involved with girls way out of his league. Still, Fitz was certain Jemma would come to love those damn slippers at some point, and he didn't dislike the idea of contributing to keeping her warm.

"Jemma's not a girly girl, though," Fitz grumbled, kicking idly at the grass. "She's hard to read. Sometimes I think she likes me, other times I think she might be a robot."

Mack chortled softly, while Hunter seemed to consider both options seriously. "Maybe she's a lesbian," he offered with a shrug.

"I don't _think_ so," Fitz replied, frow burrowed. "Do you?"

"I don't know, man. I think you might be on to something with the robot thing," Hunter smirked. "But you better find out before you two leave for college. Competition's gonna be a lot tougher there."

"Yeah." Fitz nodded, looking forlorn and preoccupied. "Yeah, you're right."

Fitz had developed a crush for Jemma on his first day in his new school, when he'd discovered the gorgeous girl who was sitting two tables over, happened to be the head of the science club, a talented mathlete, _and_ a chemistry buff. They'd became friends, bonding through their love of science, but nothing more.

This summer would be his last chance to tell her how he felt before an army of brainy beefcakes swept her off her feet and he’d have nothing left to do but watch. It was a miracle that she's remained single the entire time he'd known her. He couldn't waste any more time.

***

"I still have to register, contact my dorm mate, label my clothes–" Jemma read from her lengthy to-do list, an open binder on her knee, as Bobbi drove the three of them to the graduation party.

"Is this list color-coded?" Daisy asked, craning her neck to get a good look at Jemma in the backseat.

"Of course it is," Bobbi answered, without bothering to glance away from the road.

"–buy shower shoes… Do you know how much bacteria there is in those communal showers? If you don't bring your own shoes–"

"Jemma?" Bobbi started with an acid smile. "Put that damn list away. You have all summer to complete it."

"Okay, I guess it can wait," Jemma said, rolling her eyes. "I am actually excited for the graduation party. Those mathletes have some great activities planned, did you guys see the list?"

"Yep," Bobbi gritted. "Sure did."

"I think it's the perfect alternative to Antoine Triplett's stupid kegger, too. Who needs alcohol when there's an mathemagician?"

Bobbi and Daisy exchanged a heavy look, but Jemma quickly dismissed it.

"I think you missed the turn," Jemma said, frowning, but Bobbi only continued driving as if she hadn't heard Jemma's remark. "Seriously you missed the turn. Hey! What the H. E. double hockey sticks!"

"Told you she'd freak out," Daisy said under her breath. "She _almost_ swore. Maybe we should turn around."

"There's no way I'm turning this car around," Bobbi replied firmly. Glancing into the rearview mirror, she caught Jemma's eye and said in a tone that suffered no contradiction, "Pancake, I'm taking you to an _actual_ party."

***

"This party _sucks_." Jemma yelled over the music, as she slalomed between dozens of red-faced just-graduated students, all intoxicated in varying degrees. Jemma had never been to such party before, something she'd prided herself on.

"Come on, J, this is fun, Daisy said, narrowly escaping a splash of tepid beer as they slowly made their way across the house.

"My dad would be so disappointed in me," Jemma answered, blanching.

"You know, Jem, in Europe there is no drinking age. Parents give their babies wine all the time. They spike their bottles when they won't go to sleep. Besides, you're _supposed_ to get smashed on graduation day. It's a rite of passage!"

"Twenty-one is such an arbitrary age anyway," Bobbi offered. "You can go to war and _die_ but you can't have a tiny little shot?"

"I suppose you're not wrong," Jemma says, frowning. "Drinking laws _are_ hypocritical, but still– you are driving!" She grabbed the bottle from her hands and held it against her. "Sorry, Bob, but I have to throw this out."

" _What?_ No!" Daisy yelped, outraged, just as they reached the living room.

Jemma stopped dead in her tracks.

An older boy– no, a _man_ – was sitting on the couch playing acoustic guitar, his demeanour languid. She'd seen him around. She even knew his name– Milton Waters. The most beautiful man she'd ever seen. With his bleached, shoulder-length hair and his conspicuous musculature, he didn't look like anyone she knew. He simply exuded charisma and masculinity– and he knew it.

Sally Webber– that cow– sat so close to him she could as well have been perched on his lap. It annoyed her– how did Sally even _know_ him? He went to college upstate.

The song was hypnotic, his voice low and raw. It was as if he was singing just for her. It made her want to sway to the music, or maybe to push Sally off the couch and to sit into his lap herself.

Jemma's mouth was very dry, all of a sudden. She felt too hot–was she _sweating_?

There was only one thing she could do, she realized. With a shrug in Bobbi and Daisy's direction, she held up the bottle she still held in her hand and took a long, hard gulp.

"Okay," she said when she was done, unable to tear her eyes off Milton. "We can stay"

"Jemma?" Fitz appeared out of nowhere with a beer in his hand and Hunter by his side. "I didn't know you were here. I thought you were going to the–"

"The mathletes party, yes. Change of plan," Jemma shrugged, sounding a little shrill. "Now if you'll excuse me– I have a bottle to finish."

***

Half an hour later, Jemma was fresh out of schnapps and the room was spinning at an alarming speed. Bobbi and Fitz were half-carrying, half-hauling her away from the heart of the party and into Triplett's– thankfully absent– little brothers' room, while Daisy cheered them on.

"It would be a lot easier if I just carried her over my shoulder or something," Fitz grumbled as he struggled for balance.

"Calm down, Tarzan," Bobbi replied, rolling her eyes, "we're almost there."

"My legs are all wobbly," Jemma giggled. "I feel like Harry Potter's arm."

Fitz looked at her, perplexed. "What are you talking about?"

"You know, after Pr. Lockhart removes all the bones from his arm? That’s how I feel. Like Harry Potter's boneless arm."

"That's because you're, like, after-school-special drunk," Daisy provided helpfully.

Jemma nodded enthusiastically. "Alcohol should be its own food group, though, don't you think?"

"What I _think_ ," Bobbi said patiently, "is that we'll see how you feel about that tomorrow, Pancake."

"I love you, Bobbi," Jemma said, her tone heartfelt, as they helped her climb on the top bunk.

"Love you too, Jem," Bobbi said without a trace of irony, patting her head for good measure.

"You too Daisy," Jemma continued, yawning. "And you, Fitz. I love _you_ especially."

"I– you– what?" Fitz stammered, eyes wide.

"You're my best friends in the world!" Jemma exclaimed as her head crashed on the pillow.

"Shh," Daisy said, turning off the light. "Sleep well, Drunkie."

But Jemma didn't want to sleep. She could hear the noise from the party, music and voices and laughter and the occasional crashing object. Even if the house had been completely quiet, she felt immensely agitated, but lacked the energy to move. Her brain was conjuring all kinds of random ideas, some of which, she was sure, were the most brilliant she's ever had.

The door open and shut with a beam of light, and she thought about suns forming and dying and the big bang and the first law of thermodynamics. Her brain felt so _fast_. She'd never considered alcohol might make her _smarter_.

"I should do this every weekend," Jemma noted to herself. "Being drunk is so much fun!"

"Oh yeah? It's about to get a lot funner," a male voice replied in a suggestive tone. A _very close_ male voice.

Jemma sat up, scooting over until her legs fell off the edge of the bed. "You mean _more fun_. 'Funner' is not a word."

Then she shut her mouth, because Milton Waters was standing by the Antoine Triplett's little brothers' bunk bed and stripping off his tank top and suddenly her brain didn't feel all that fast. If anything, it felt incredibly still.

Milton didn't seem to care. When he stepped between her knees, her hands found themselves irresistibly attracted by the bare chest that was now within her reach. She gave him a tentative touch before her fingers took a life on their own and began exploring the hard planes and warm, sunkissed skin that was Milton Waters' upper body.

She must have had fallen asleep, after all. She was having an erotic dream, that was the only logical explanation. Usually, she never remembered her wet dreams– she just woke up flustered, and confused by the residual horniness. Perhaps her drunken superbrain would fare better, though. Jemma vowed to pay extra attention to the proceedings.

Milton picked her up like she weighed nothing and carried her to the dresser. The moment she was perched there, he leaned in invaded her mouth with his tongue. She tried to pushed past the puzzlement to concentrate on sensations– the sensation of _snogging Milton Waters_ – but something definitely felt off.

"Ready for more, Sal?" he asked huskily.

"Yeah," Jemma said, feeling completely dazed. "As long as you don't have oral herpes."

" _What_?" Milton tore his mouth away from her throat and looked at her, _really_ looked at her with narrowed eyes and a rapidly souring expression. "Who the hell are you?"

His hands flew away from her as if she were on fire and he took a step back, eyeing with a mixture of horror and puzzlement. Meanwhile, Jemma didn't feel quite so hot anymore. Her stomach, it appeared, had decided to rebel against the liberal amount of schnapps Jemma had ingested earlier.

"Jemma Simmons," she said as brightly as she could manage. "Valedictorian."

"Yeah, you're not– I thought you were someone else," Milton shook his head in confusion while Jemma slumped on the dresser. "Hey, have you seen– you know what? Nevermind. Sorry for– disturbing you," he added half-heartedly before he all but ran away.

"Mmh. Nice to meet you?" Jemma called after him.

***

"I'm so stupid," Jemma moaned, crouching next to the toilet while Daisy held her hair back, waiting for the next salvo. "What was I thinking? I swear, I–"

"Let me guess," Bobbi said from her perch on the sink. "You'll never drink another drop of alcohol in all your life, ever."

"No," Jemma said,shaking her head– before realizing that was a bad, _bad_ idea. "What did I _say_ that? Why didn't I just kiss him back?"

The girls exchanged a baffled look before Daisy pulled her face in her direction, not as gently as Jemma would have liked."Who the hell did you kiss, Jem?"

"Whom," Jemma groaned as she felt another wave of nausea rise.

Daisy merely rolled her eyes. " _Whom_ the fuck did you kiss, Jemma?"

"Milton… Milton Waters?" she answered, sounding unsure. Her recollection was a bit muddled, but she knew now that it had definitely not had been a dream.

"Okay, _what_?" Bobbi asked, jumping off the sink.

Jemma nodded, looking down to the tiles. "I never felt that way before."

"That good, huh?" Daisy grinned.

"No, that's not– I felt _nervous_ and scared and I had no idea what to do," Jemma moaned. "I _always_ know what to do. This is unprecedented."

Daisy grabbed her arm, looking bewildered. "Okay, okay. So, you're saying that you kissed _Milton Waters_ and then you… stopped? Are you _crazy_?"

"I didn't _want_ to stop. I just didn't know what I was supposed to do next!"

"What is there to know?" Bobbi asked. "He kisses you, you just kiss him back. It's not that hard."

"Well, hopefully it's at least a little hard," Daisy interjected, grinning.

Bobbi glared at her. "Not the time, Daisy."

"Guys, I'm serious!" Jemma said, annoyed. "I haven't even kissed anyone since Donnie Gill in the 9th grade. We had to end our relationship because we both felt it interfered with our Science Club co-presidential duties and I haven’t had another boyfriend since."

"Can you imagine losing your V-card to a college guy?" Daisy asked dreamily. "No fumbling around on a wild clit chase–"

"No premature ejaculation–" Bobbi added longingly.

"He must know all your erogenous zones–"

"And the entire Kama Sutra–"

"You'd probably come, like, 3 times–"

"At least!"

Jemma, who had watched the exchange like a ping-pong match, had to voice the question that tugged at her gut. "You really think that if I had been sober and ready, and I wanted to, and had protection and maybe cute underwear, and I was in my own bed but with my father not in the house, we could have–"

" _Fucked?_ Yeah! Totally, _"_ Daisy nodded vehemently.

"I hate to say this, Pancake," Bobbi said rubbing her back, "but you blew a _major_ opportunity."

***

The next morning was _brutal_. Cotton-mouthed and vaguely nauseous, Jemma found out the minute she tried to move that her head pounded violently. Unfortunately, she wouldn't have the leisure to spend the day in bed– she was due to start at the pool a mere hour and half later.

When she joined the family at the kitchen table, Raina took one look at her and began snickering under her breath.

"So, Jemma," she started, all feigned innocence and big-sisterly interest. "How was your little math-geek party?"

"I wouldn't know," Jemma sighed. "Bobbi and Daisy took me to a kegger. I got really drunk and made out with a college boy who literally didn't know who I was. And then I puked for an hour and missed the toilet at least twice. You should probably ground me. Do we have Alka Seltzer?"

May contemplated this for a minute, eyebrow raised. "Let me see," she said, returning to the kitchen.

"Did you actually drown your brain?" Raina whisper-shouted. "Why would you tell them that?"

"Jemma tells us everything," May replied, handing Jemma a foaming glass of aspirin.

"Too much, if you ask me," Phil added.

"And we trust her to make the right decisions." May glanced at her step-daughter and bit back a benevolent smile. "Or to learn from her mistakes."

Jemma acknowledged May's last remark with a neutral hum before she branched to the topic that was truly preoccupying her. "Melinda, I've been wondering," she said conversationally, "when did you lose your virginity?"

Phil's spoon landed on the floor with a metallic clunking sound. "On our wedding night. I mean, _her_ wedding night. Pass the orange juice, please."

"Phil." Melinda said, a touch of exasperation in her voice.

"The _juice_ , Melinda. Please."

Melinda faced his glare dead-on, and suddenly, the vibe of the room drastically changed. Melinda and Phil rarely argued, but when they did, they resorted to freakish silent conversations– all micro-expressions and barely noticeable eyebrow inflections– that felt as brutal as anyone else's screaming match.

"Oh, well done, drunktard," Raina groaned, fixing Jemma with a vicious glare.

"Oh, shut the front door, Raina."

"Shut the _back door,_ Jemma."

"Not the back door!" Phil erupted, slamming the table with his palm. "Not the back door," he repeated quietly, although his jaw remained tight and his expression irate.

Jemma didn't dare to raise her eyes from her cereal bowl again until she had to get ready for work.

***

"Sorry I'm late," Jemma said as she entered the staff room, tugging on the ill-fitting Lifeguard shirt she was wearing on top of her one-piece bathing suit. "I would have been 15 minutes early, but I had to stop at the pharmacy to buy some mouthwash," she explained, scrunching her nose. "I'm Jemma Simmons. Valedictorian."

"Oh, I remember." Milton Waters emerged from behind a locker door, shirtless and rubbing sun oil over his chest.

Jemma winced. If only the cosmos could cut her a break, just this once! "Do you ever wear a shirt?" she asked snidely.

"You must think I'm some kind of pervert," Milton smiled, visibly not too concerned about that. "But I promise next time, I will ask for your permission _before_ I take off my clothes and start kissing you."

Jemma gulped, feeling a slow burn rise from the pit of her stomach to her reddening cheeks. "Okay," she said, her voice shaky.

"Alright then," Milton said with an emphatic wink. "Let's go meet the new boss."

It was only after Milton had headed out, leading the way, that Jemma realized Fitz had been standing in a corner of a room all along, a deep, unhappy scowl carved on his face.

  


A few minutes later, Jemma, Milton, and Fitz were standing in front of the pool manager, who was currently snoring on a deckchair by the pool, unshaven and possibly unwashed, his eyes hidden behind a pair of mirror sunglasses.

"Excuse me, sir?" Jemma tried, to no avail. " Hello?" Leaning over, she tapped his chest a few times.

"Ow. Stop," the man groaned. He raised his sunglasses to get a better look at her and immediately winced, squeezing his eyes shut against the bright morning sun.

Jemma was undeterred. "Hi. I'm Jemma Simmons. I'm here for orientation."

"Mmh." The noise was somewhere between a grunt and a moan. "I'm James. You can call me Bossman."

"She's a newbie," Milton said before he settled in the deckchair next to James', dropping the icebox he was carrying on the floor between them. "Cut her some slack."

"Sure, sure," James smirked, grabbing in mid-air the beer can Milton had just thrown his way. He opened it, licking the foam as it spilled out. "Okay, Jemma Simmons. See that cleaning supply closet over there?"

Jemma frowned. "Yes?"

James fished out a key frown his faded jeans' pocket. "Here," he said pleasantly. "Pool opens in an hour. And good luck to you," he added as an afterthought before he took a long gulp of his beer.

"You can't seriously–" Jemma huffed, outraged. "I can't clean this entire place by myself."

She gave Milton a pleading look, but he merely stretched in his chair and gave her a what-can-I-do shrug.

"I'll help," Fitz said firmly, putting a comforting hand on the back of her shoulder.

"You sure you don't mind?"

"Of course not." Fitz's smile was tentative but soothing, but it faded as soon as James made a loud, obnoxious whipping sound.

***

By the time she got home, Jemma was exhausted down to her very bones. The cleaning had taken the major part of her day– who knew when the place had last been properly sanitized, if ever– and without Fitz's help, she would still be at it. With the conjugated effects of her residual hangover and the hours spent scrubbing the changing rooms, she felt about ready to crash into bed and sleep for the rest of the week. But Jemma was a woman on a mission, and there was something she felt she needed to do. Something she was sure would prove both unsavory and illuminating.

Jemma took a deep, calming breath before she knocked on her step-sister's room and, not bothering to wait for a response, she let herself in.

"Raina," she said, squaring her shoulders and preparing for the worst. "Let's talk about sex."

***

"…but of course, it didn't get really good until sophomore year," Raina said with a half shrug.

Jemma looked down on her notes. She had already filled several pages on her notebooks– in tight, single-spaced scrawl– and they were only now reaching 'good' territory?

"Okay. That make sense," Jemma said with a short nod. "You're in college, independent, more mature–"

"No, dummy. Sophomore year in high school. By then, the guys had cars. It made everything a lot simpler."

"Oh," Jemma said, deflating.

"Wow, it feels good to finally be better than you at _something_ ," Raina chuckled. "Seriously though, you want to get started on that before you get to college."

" _Before_?"

"Oh, yes. College is– how can I say that in terms a science nerd would understand?" she wondered aloud. "Think of it like this: Freshman year is like one big sexual pop quiz. You need to do your homework. College guys have expectations."

"Homework," Jemma repeated, feeling a tiny bit relieved. If she knew one thing, it was homework. "Got it."

***

Jemma Simmons excelled at preparation.

Once she had set a goal, she single-mindedly, obsessively planned down to the tiniest detail in order to reach her objective. Which was why, after finishing her conversation with Raina– and writing page after page of her tawdry details and advices– Jemma started writing the list. Her _sexual_ to-do list.

In her neatest cursive handwriting, Jemma marked down every single sex act Raina believed she had to experience at least once before going to college– or attempting to do the deed with a college guy, which was the ultimate goal.

The to-do list, of course, was color-coded.

"French kiss, well, that one I can check off the list," Jemma nodded to herself, satisfied. "Hand job, blow job, rim job… So many jobs."

She picked up the dictionary but, to her dismay, the term 'rim job' was not listed. She made a note to google it later.

"Sexting… Motorboating. Huh. Uncle Nick owns several boats. That should be easy. 59… No, that's not it," she frowned and scratch that one off. "Snorkeling… Is that underwater sex?" She added a question mark in the margin. "I guess I could sneak in the pool after hours." She copied a few more notes, frowning as she encountered more unfamiliar terms.

"And finally," she said, a triumphant note to her voice as she picked up the gold sharpie she saved for extra special list items, "sexual intercourse with Milton Waters." Using a ruler, she underlined it twice.

Satisfied, she contemplated her handiwork for a minute, wheels turning. All she needed now was a partner who'd be willing to help her with her... ‘homework’. Preferably someone she liked. Someone she got along with and who enjoyed hands on research as much as she did. Someone evolved enough to understand that virginity was a social construct, and that a woman could experiment with her sexuality without necessarily adding _feelings_ to the equation.

But who could that partner be?

***

The next morning, on her way to the pool, Jemma made a brief detour to the drive-in burger joint where both Bobbi and Daisy worked for the summer. She'd barely slept a wink, busy as she was rehearsing agitating conversations to be had in her head. She felt restless, buzzing with nervous energy– and she was _dying_ to tell someone.

A metallic voice that barely resembled Daisy's came out of the speaker. "Bus Burger, how can I help you?"

"I decided to lose my virginity to Milton Waters by the end of summer," Jemma announced, her voice calm and determined. "Once I've completed my to-do list."

Her friend's chuckle sounded like a hoot through the ancient intercom. "Do you want fries with that?"

"Nope," Jemma said, grinning to herself. "I think I have all I need."


	2. Chapter 2

"Let me see," Daisy squealed, leaning over the table to grab the sheet of paper from Bobbi's hand. Sipping on her watered down coke, she scanned down the list while her eyes widened to alarming proportions. "Oh my _God_. Jemma Simmons, you're such a slut!"

" _I_ haven't even done half the things on this list," Bobbi concurred with a smirk. "I'm impressed, Pancake."

"Just to be clear," Daisy smirked after another cursory read. "Your plan is to scam some poor unsuspecting dude into having tons of sex with you and then _ditch him_ so Milton Waters can finish the job?"

"Well, that's one way to put it," Jemma shrugged, narrowing her eyes.

"But Milton Waters is out of your league," Bobbi pointed out matter-of-factly.

Jemma frowned. "I wouldn't say that."

" _I_ would," Daisy piped in, nodding enthusiastically enough that her Bus Burger cap almost fell off her head.

"Hey," Jemma whined, affronted. "Maybe he's out of my league _now_ , but I'm a nubile young prodigy with an above average fashion sense. Once you add 'sexually experienced' to the package… How could he _not_ want me?"

Bobbi got to her feet, readjusting her apron– their 15 minute break was almost over. "So, who's gonna be your lab rat, anyway? Do you know?"

"I have an idea," Jemma replied, biting her lip.

"Dude, you look _guilty_. Who is it?"

Jemma sighed, her eyes casting down. She had an inkling her friends wouldn't approve. "I thought, maybe... Fitz? I mean, he's a guy."

Bobbi and Daisy exchanged a glance. "Pancake, I don't know..."

"Yeah." Daisy made a sour face. "You spent the past two years swearing high and low that you two are _just friends_. That's a bit of a mixed signal, don't you think?"

"But this is completely different!" Jemma insisted. "I'm not talking about dating him, just–" She grabbed the list. "Just _snorkeling_ him. Hey, that sounds kind of picturesque."

"Yeah, it's really not," Daisy snorted.

"You better make sure you two are on the same wave-length," Bobbi stressed. "Somebody could get hurt."

"It's just _sex_!" Jemma contended. "It doesn't have to mean anything!"

"If you say so," Daisy shrugged, sounding dubious, before she and Bobbi made their way back inside.

***

When Jemma parked in front of the pool, a crowd of children chanting "Let us swim! Let us swim!" had already gathered around the public entrance, even though they weren't meant to open the doors for another hour. With difficulty, Jemma made her way through the herd of eager kids, brandishing her "Lifeguard" shirt like a flag.

"What was that about?" she asked James when she entered the staff room. To her relief, her boss looked both awake and sober-ish.

"Pool rats," he answered. "They get here at dawn, don't leave until September. Get used to them– we're cheap daycare for the neighborhood brats."

"It can't be that bad," Jemma insisted. He only snorted in reply.

***

By the time Jemma took her lunch break, she had to admit James hadn't been entirely wrong.

It had all started with a completely harmless incident. Shortly after the pool opened to the public, Milton was, once again, standing in all his shirtless glory, rubbing lotion over his chiseled chest. Jemma, being only human, was instantly distracted– and walked straight into the pool, causing a wave of inextinguishable hilarity among the children.

From that moment on, the 'pool rats', as their boss insisted they be called, had deemed it perfectly acceptable to pick on Jemma at every opportunity. She'd been mocked, swatted with pool noodles and pushed into the water a number of times– all in front of Milton, of course.

"Rough morning, huh?" Fitz asked gently as he sat next to her in the staff room.

"Prosciutto and mozzarella?" she asked, eager to change the subject, and jerked her chin towards the sandwich Fitz was holding as if it was his most prized possession.

He grinned, the corners of his eyes crinkling. "You know me too well."

"Maybe not well enough," she said with a conspicuous wink, and immediately berated herself for being such an awkward flirt. "I mean, there are certainly some parts of you I'm not acquainted with. Yet." Jemma forcibly shut her mouth and willed it to stay that way.

"Huh. I guess." Fitz rubbed the back of his neck, shooting her a nervous smile. "Are you going to Hunter's tonight?"

"I don't know, are you?" She knew fully well that Bobbi, Daisy and herself were set to go. It wasn't an actual party, just a small gathering. Until that moment, Jemma hadn't recognized it as a golden opportunity to get started on her _homework_.

"Yeah," Fitz shrugged. "Mack and I will be there. You know, just playing Halo. Having a few beers, maybe."

 _Or checking a few items off my list._ "Okay, then," she replied with a radiant smile. "Count me in."

***

"I can't believe you're planning to pull Fitz aside and have your wicked way with him," Daisy said, smirking at Jemma through the rearview mirror. "Poor guy."

Jemma grew instantly defensive. "As if that isn’t what all guys want. Sex without commitment or consequences."

"Not _all_ of them," Bobbi pointed out, rolling her eyes. "Some guys are sentimental. That's allowed, you know."

"Yes, well, I'm sure Fitz will be down to…" She opened her binder on her knees and pointed her index finger randomly at the list. "...fingerbang me. Tonight. Because that's what we're going to do. Fingerbanging."

Suddenly, Jemma wasn't so sure the whole thing was such a good idea. It was all fine as hypotheticals, but the mere thought of Fitz's hand between her legs– somehow, it made her want to gasp for air, and she couldn't tell if it was in a good way or a bad way.

"That's a good start," Bobbi stated encouragingly.

"Yeah," Daisy sighed. "Too bad most guys suck at it."

"Oh, totally," Bobbi concurred, crunching her nose. "I remember when Clint Barton tried to finger me after junior prom. It was like he was digging for loose change."

"Like dimes between couch cushions," Daisy chuckled. "Classic."

Jemma gulped. "That sounds horrible," she said shakily.

"Don't worry, Pancake," Bobbi said as she pulled over in front of Hunter's house. "I'm sure it will go okay. You're the one who's always telling me Fitz has good hands."

"Well, he does, but–"

" _Jemma Simmons_ ," Daisy exclaimed in mock-outrage. "Are you chickening out?"

"Of course not." Jemma glared back at her. "Let's go then. I've got some fingerbanging to do."

***

An hour later, the three of them were sprawled on the worn couch in Hunter's basement watching the boys play video games, and Jemma was not anywhere nearer to getting fingerbanged.

"Do you think Hunter and I should get together again?" Bobbi asked suddenly, her eyes fixed on Hunter's back as he shouted profanities at the screen.

" _No_ ," Daisy said emphatically. "I think it's a terrible idea."

"But we have so much history–"

"Yeah, exactly," Daisy pointed out.

"It's just that you broke up with him a thousand times already," Jemma piped in, trying for more diplomacy. "What good could possibly come out of the one thousand and first try?"

"I know but–"

Just then, Hunter turned around, his fists held triumphantly in the air, and when his eyes met Bobbi's, something passed between them– something not at all friend-like.

"Uh oh," Daisy said flatly, while Jemma sighed next to her. "Here we go again."

"I'm going to the loo," Jemma announced, getting to her feet. "Keep an eye on her, will you?"

Daisy nodded resignedly.

"Hey, Simmons," she called as Jemma reached the door. With a smirk, she said, "Don't forget why you're here."

***

Once upstairs, Jemma went straight for the fridge. Pinching her nose, she proceeded to down a can of bubbly liquid courage.

"Come on, Simmons," she berated herself quietly. "Women get fingered every day. It's not that big a deal. It might not even be that bad."

After pushing the fridge door shut, Jemma jumped when she realized Fitz was standing at the other side of the room. "Oh," she said, wide-eyed and startled. "Hi, Fitz. Do you want some?" she asked, raising her beer.

He gave her a small smile. "Yeah, I want some."

She digged into the fridge for another can and threw it his way. He easily caught it but when he opened the lid, it foamed and splattered all over his hands and shirt.

"Damn it," he groaned, and walked to the sink to wash. Jemma washed in fascination as he soaped up his hands once, then a second time.

"Did you just _double wash_?" she asked, amazed.

"Err, yes, I guess?"

Jemma squared a shoulder. "Come on," she said decisively, pulling on his elbow.

"What?" he asked, his voice raising an octave "Where?"

***

Moments later, Fitz and Jemma were sitting on the  couch in the deserted living room, and her tongue was stuck deep inside his mouth. She was kissing him with the same sense of focused efficiency she did everything else– as if she had no time to waste. She had, after all, more festivities planned.

After what she considered an appropriate making out period, she grabbed Fitz's hand and firmly planted it on her bare knee.

"Jemma. Wait." Fitz removed his hand from her leg and brought it up to her face, pushing her hair back from her forehead. "Let me kiss you back," he said softly.

"Okay…" Jemma replied, unsure. Wasn't that what they'd been doing?

But Fitz didn't seem to think so. Cupping her cheek in his hand, he licked the seam of her lips slowly before he sucked her bottom lip into his mouth, causing a startling surge of excitement to sear through her, sending heat pooling between her legs. Only then did he allow his tongue to enter her mouth, but it felt completely different than before. He was kissing her teasingly, playfully, as if they had all the time in the world, and she was astounded by her body's enthusiastic reaction.

When she grabbed his hand again, and placed it between her legs, tilting her hips to give him better access to her core, the list, her planned homework and even _Milton_ were rapidly slipping away from her mind. She was grounded in the moment, unable to think past the sensation of gathering pressure in her lower belly.

Fitz's breath caught audibly when his hand met her damp panties, but he didn't try to evade her this time. His fingers began tracing a line up and down the fabric, and the feel of it was indescribable– too much, but also not nearly enough. Jemma opened her legs wider and leaned back, squeezing her eyes shut in concentration.

"Touch me," she said, hoping she didn't sound too much like she was begging. It _felt_ like begging. " _Under_."

"Are you sure?" His voice was so shaky and unsure, she opened her eyes to meet his gaze.

"Yes," she said, staring back into his wide eyes. "I'm sure."

Tentatively, his index finger slid under the elastic of her underwear and swiped her slit, causing her breath to catch.

***

Fitz pushed the fabric of her panties aside and repeated the same motion as before, rubbing up and down her core, only this time all he could feel was Jemma's glorious, slick heat.

"You're so wet," he said, amazed. She was aroused– aroused from kissing _him_ , from having his hand in her panties, and that knowledge made his own desire rise to uncomfortable levels.

When his index finger dipped inside her, he stifled a groan by attaching his mouth to the pulse point at her throat, reveling in her own needy moan.

"Tell me what to do," he murmured against her neck.

"I think–" She gulped, panting slightly. "Clitoral stimulation?"

Guided by Jemma's sounds of approval, he began a series of exploratory touches until he reached the place that caused her to gasp and tremble and settled there. He tried various amounts of pressure and movements, until he found something that made her moan steadily. Her hand gripped his knee, tight enough to ache, but he didn't mind one bit. He couldn't tear his eyes away from her face– she was flushed pink, her eyes shut tightly and her mouth parted, breathing faster. He'd never seen anything sexier.

His index and middle finger slid inside her while his thumb kept rubbing tight circles over her clit, and the only thing that could have made this surreal moment any better would be if he was able to see what he was doing. To watch his fingers enter her and tease her, causing her to writhe and groan.

Her hips were bucking to meet his hand in an increasingly chaotic rhythm, and he knew she was about to come. It was an overwhelming thought– his heart was pounding and he was fairly certain every last drop of blood in his body had gathered at his midsection.

He wanted to touch her everywhere– to feel the weight of her breasts, trace the dips and bumps of her spine, grasp the curve of her ass in his palm– but he wasn't sure that was allowed, and he dreaded to ruin the moment. Instead, he buried his free hand in her hair and trailed messy, open-mouthed kisses up her neck, nipping at the spot under her ear.

"Oh, Fitz!" she moaned urgently, and the tone of her voice was so arresting, so _pornographic_ , he wondered if it was physically possible to come from hearing your name being called that way.

Her hips rose one last time and with a choking sound, Jemma Simmons was coming over his hand and– bloody hell, he could feel her spasming around his fingers, her body taut, shivering from pleasure before she suddenly went limp against him.

"Okay?" he asked softly, unsure of what he even meant to ask. It was the first time he'd stimulated a woman to completion,and his grasp on the basics of post-coital etiquette was tenuous at best. Should he ask about his performance? About the quality of her orgasm? Was it too soon to ask if he could do it again? If only he could think straight– but that wasn't happening when he was hard almost to the point of pain.

"Yeah," she breathed, opening her eyes and giving him a wobbly smile.

He removed his hand from between her legs and examined his glistening fingers for a moment before giving them a tentative lick.

***

"We should–" Jemma gulped as she watched him suck his fingers clean. "We should probably go join the others."

Now her heartbeat was slowly resuming its normal pace and her full brain function was returning, all she wanted was to put some space between them– at least until she processed what had just happened. For now, it was all too fuzzy. She felt a mess of contradictory things that covered the entire emotional range from embarrassment to elation.

"Oh. Sure. Okay. Just, err–" Fitz motioned in the general direction of his lap. "Give me a minute."

Jemma felt a pang at that–  leaving him to deal with his _condition_ after he'd outperformed all expectations seemed more than a little rude. Still, she'd set a goal for the evening, and now that she'd reached that goal, she was supposed to move on. Wasn't that what the list was about?

Plans were meant to be followed.

She quickly thwarted the surge of unease she felt and fixed him with a bright smile.

"Sure," she said, readjusting her panties. "Maybe I should go first."

"Yeah, okay," Fitz said, relieved. "I'll, huh– I'll be in the bathroom."

Jemma grinned to herself all the way to the basement, and answered Daisy's inquisitive stare with a short nod. She would have to wait until later to tell her what an unexpected success it had been, but mostly, she couldn't wait to check that item off the list.

Things were looking up. She was one step closer to having sex with Milton Waters.

  
**_Fingerbanging ✔_ **


	3. Chapter 3

**Notes for the Chapter:**

> Renewed thanks to RaptorLindsay for beta-reading this chapter!

"You mean to tell me that little Fitzy over there…" Daisy looked up to Fitz, who was currently sitting up the lifeguard chair, and tilted her head. "I can't see it."

"You know what they say," Bobbi offered. "Always the quiet ones."

Daisy didn't look convinced. "Are you  _ sure _ you–"

" _Yes _ ," Jemma countered exasperatedly. "I am.  _ Very _ sure."

All three girls looked up at Fitz with a newfound appreciation before returning their attention to the various issues of Cosmo scattered around their deckchairs. Jemma had raided Raina's collection earlier– it was no secret her step-sister held on to the yearly 'Sex issues' as if they were precious collectibles.

"Oh, look," Daisy exclaimed. "'How to find your G-spot'."

"Can I see that?" Jemma demanded, grabbing the magazine from her hands. She scanned through the article, her eyes widening. "It says here that 40% of women never climax during sexual intercourse because the guy can't find their G-spot. This is a travesty! Ladies, we must take charge of our own sexual gratification. Mmh," she said, frowning. "I guess I have put 'masturbation' to the list now, too."

"Hi, Jemma," Fitz said, suddenly towering over them

"Oh. Hi, Fitz," Jemma answered, blushing– and trying her best to ignore her friends' barely muffled giggles. Reading her irate glare correctly, Bobbi and Daisy professed a sudden urge to soak their toes and took a few steps away.

"So, I– I've been meaning to ask you," Fitz stammered, kicking at the pavement. They hadn't talked about what had happened at Hunter's party– not to each other, anyway. They'd simply acted as if everything was normal, and Jemma had seen it as a proof that Fitz was the ideal partner for achieving this entire homework business. "Would you like to go to the movies with me? Like a– on a date?"

"Oh." Jemma felt herself blush faintly. "I guess– sure. Why not?"

"Alright," Fitz replied, grinning. Apparently, her moderately enthusiastic response was as much as he'd been hoping for. "I'll just leave you to, err, finish your reading, and I'll look up options to run by you. For our date."

"Okay," she nodded, and they grinned at each other a moment longer than what was comfortable, before he suddenly turned on his heels and paced rapidly toward his post on the lifeguard chair.

As soon as Fitz had gone, the girls were dropping back on the deckchairs, crowding Jemma. 

"So..." Daisy elbowed her in the ribs. "What are you guys gonna do?"

Jemma's mind had been racing since the moment he'd mentioned a date. There was only so much they could do in a roomful of other people, but they weren't entirely out of options, either.  "I was thinking 'dry hump'," she said uncertainly.

Both Bobbi and Daisy burst out laughing. "You're such a perv, Simmons," Daisy said, shaking her head. "He asked you out, right? That's why he got all fidgety and cute."

"Oh. That." Jemma nodded absently. "Yes, we're going to the movies."

"The movies, uh? Forget dry-humping then," Daisy said, scrunching her nose. 

“Well, it will have to do, unless either of you have a better idea?” Jemma said as she gathered the magazines, already wracking her brain for a way to make this work and coming up frustratingly short.

Daisy smirked and glanced at Bobbi, who wore a matching mischievous grin.

"Hand job," she and Bobbi said in unison. " _All the way._ "

***

As they walked through the cinema, Jemma felt inexplicably nervous. She and Fitz had been to the movies together before, but this time felt definitely  _ different_. For starters, she hadn't even tried to fight him on the buttery popcorn, feeling today was not the day to nag him– however deservedly– over his deplorable diet.

His hand was resting on the small of her back as they walked together, burning its imprint through her clothes and making her heart flutter with awareness.

To her relief, the theater was far from packed, and she had no trouble finding seats with no immediate neighbors. Fitz shot her a timid smile as he sat down, and she instantly missed the warmth of his hand on her back– like a long-fingered, hand-shaped hot water bottle.  _ What does that even mean?  _ She wordlessly chided herself. On the screen, an explosion-packed trailer was showing, but she couldn't bring herself to pay it any attention. 

Something odd was going on in her belly, an agitated quivering she'd never felt before– it wasn't  _ unpleasant, _ exactly, but more disturbing than anything else. She couldn't explain it to herself. Perhaps she had eaten something that didn't agree with her.

After silently pretending to enjoy the trailers for a few minutes, Jemma’s mind wandered to the question that had been on her mind since Fitz had mentioned seeing a movie: how were they supposed to get from awkwardly sitting next to each other to… crossing another item off the list? She'd never envied Bobbi and Daisy's flirting skills as much as she did now. 

Then again, directness had worked fairly well for her in recent times.

"Fitz?" she muttered, her eyes blindly glued to the screen.

"Yeah?" 

She sensed him turning in her direction and gulped as she gathered the strength to do the same. When their eyes met, the strangest expression was etched on his face– an odd mix of trepidation and longing. She wrung her hands together in her lap, trying to ignore the turmoil in her stomach as it started anew.

"Do you want to… kiss?" she whispered, feeling both ridiculous and slightly terrified. What was she supposed to do if he said 'no'?

Fitz made a strangled sound at the back of his throat and blinked at her for a moment. Then, the popcorn was stashed unceremoniously on the floor, his arms were wrapped around her, and he was kissing her in the same brain-stopping way he had the other night, his lips molding to hers and agitating every nerve ending she possessed. After an initial moment of surprise, she felt herself melt against him, her earlier nervousness dissolving into liquid heat as he mapped her mouth with his tongue, softly but most determinedly.

When they came up for air, an undetermined amount of time later, the lights were off and the movie had started. Jemma sat up straight in her seat for a few moments as her brain slowly began working again.

It was  _ weird _ that Fitz was making her feel things none of her boyfriends had made her feel before, wasn't it? Her experience was admittedly limited, but she  _ had _ kissed four boys before him, including  _ Milton Waters_, of all people. The first word that came to mind to describe all those other kisses was 'nice'. 'Intriguing', perhaps, in Milton's case.

Fitz's kisses weren't  _ nice_. They were incapacitating– they erased all thoughts not directly relating to them, and Jemma found that a little concerning. It also raised the question: where had Fitz– good old dependable Fitz, who was so shy he had refused to talk to her for  _ months _ , leading her to believe he'd hated her on sight– learned to kiss like  _ that_? Did he have a secret other life he'd never thought to mention, full of girls and dates and languid french kisses? 

A week ago, she would have thought that concept absurd, but now she wasn't so sure, and the thought elicited an unpleasant pang she decided not to examine.

Jemma risked another glance at him and gulped. Fitz was staring straight ahead, his chest rising and falling rapidly, his lips parted, his curls sticking out in all directions, even more than usual.

Looking around, Jemma confirmed no one was sitting immediately around them– a middle-aged couple was sitting 5 or 6 seats to their left, one row higher;the woman glared pointedly at Jemma when their eyes briefly met. Other than that, they had as much privacy as she could have hoped for.

When she turned to him again, it was to immediately snake a hand around his neck and attach her mouth to the spot where his jaw and neck met. She waited until his head fell to the side, giving her more access, to let her other hand trail down and straight to the bulge at his crotch. Fitz tensed immediately but didn't push her away, and before she could second-guess herself, she popped open the buttons at his jeans one by one. 

When Fitz's head fell back, her hand almost flew away, but she willed it to stay where it was. He was hard already, straining against his boxers. She allowed herself to enjoy the thrill that zinged through her– the rush of feeling wanted and desired– until she came to the abrupt realization that Fitz's state probably had very little to do with  _ her_, specifically. Clearly, he enjoyed kissing, and they'd been making out quite enthusiastically from the moment they sat down. He probably would have been just as worked up after making out with virtually anyone. It didn't mean he wanted  _ her_.

Not that it mattered, anyway. Now was not the time for existential crises, Jemma chided herself. In an attempt to distract herself from her souring line of thinking– and to get back on her designated track– she began tentatively running her fingers along his hardened cock over his boxers.

Fitz groaned, snapping out of his temporary reverie, and looked at her as if he was ready to jump out of his skin. " _ Jemma_," he gasped. "What are you doing?"

"What do you think I'm doing?" she answered with more bravado than she felt.

" _Here_?  _ Now_?" He shook his head in disbelief. "Are you insane?"

"It's dark," she countered, sounding much more uncertain that she would have liked. Then, a sobering thought crossed her mind. "Don't you  _ want _ me to touch you?"

"I– that's not–" Fitz stammered, looking at her in helpless confusion. He glanced down at her hand resting motionlessly over his dick and swallowed audibly. "Jem–"

"Thought so," she replied with a tight smile, and leaned over to kiss the corner of his mouth. Fitz responded with unexpected eagerness, threading his fingers in her hair to keep her close. 

While they kissed, her hand slipped inside the opening of his boxers and freed him from his underwear. Finally, she wrapped her fingers around him, stifling a gasp as she took in how warm he felt in her hand, surprisingly heavy and impossibly smooth.

When she started cautiously moving her hand up and down his length, Fitz squeezed his eyes shut, grit his teeth, and remained completely still for a few moments. He looked at her intently then, studying her face, before wrapping his own hand over hers, tightening her grip on his cock, and speeding her movement to a faster, steadier pace.

It felt obscenely intimate, him showing her how he liked to be touched, how tightly to grip his cock to give him most pleasure, and she felt an overwhelming rush of heat shoot through her– it made her face flush and her core clench in response.  She kept going after he released her, maintaining the rhythm and pressure he seemed to favor, as his entire body began fluttering with tension.

"How am I doing?" she whispered after a while, without stopping her ministrations.

"You're doing really good," he muttered, nodding almost violently.

"I thought so," she concurred. "I felt some pre-cum. I was worried I would have to spit on my hand or something, but you seem to be progressing quite nicely."

" _Shhh_ ," the woman in the row behind them hissed, shooting them a disapproving glare.

"Sorry," Jemma mouthed in her direction before turning back to him. "Where were we?" she asked Fitz with a mischievous grin. 

***

Fitz wrestled his eyes away from his lap and stole another glance at Jemma. It was hard to tell when her face was only lit with the flashing colors from the movie, but it seemed like her cheeks were flushed red. She was biting her bottom lip, and her eyes were firmly locked on his midsection, where her hand was riding up and down his shaft with metronomical consistency, with an intense look of concentration on her face. 

Did it excite her to touch him this way, he wondered? Was she as wet now as she'd been the other night, when he'd slipped his hand in her panties and made her come with just his fingers? The memory alone was intoxicating– he'd relived it in vivid detail many times since. He wished nothing more than to do it again, but it would be a miracle if they got away with this as it was. As far as he was concerned, their surroundings had faded away to nothing, but he didn’t want to risk her getting into trouble for pleasuring  _ him_.

There was so much he would do, if they were alone– like satisfy his long-held curiosity regarding Jemma Simmons' breasts, for a start. Over the past two years, he'd only gotten the slightest hint of what she could be hiding under her conservative blouses and button-ups, and he longed to know just how far down that dusting of freckles went. To learn how sensitive they were. To hear the noise she would make if (when? Oh  _ God._) he took her nipple into his mouth.

He would trail his hands down her body, touch her everywhere. Or maybe he'd just kneel down in front of her, pull down her trousers and knickers and lick her between her legs until her knees shook and her head fell back. Anything to hear her breath catch somewhere between a sigh and a moan again, to feel her entire body tighten before going slack, saturated with endorphins.

As his train of thought combined with the steady motion of her hand brought him closer and closer from the inevitable outcome, he tilted his head closer from hers. "Kiss me," he groaned as quietly as he could, yet it felt like his voice was echoing louder than the shouting  voices blasting through the speakers.

She met his mouth eagerly for an urgent and slightly awkward kiss, their teeth clacking together as all his focus drifted towards his release. Burying his hand into her hair, he leaned forward, his forehead touching hers, and tried to silence the telling grunts that threatened to escape his throats as his stomach muscles tightened.

A moment later, the dam gave out– Fitz was coming in spurts over her hand, and his heart might as well have been bursting through his chest. Breathing in ragged pants, he sat back in his seat until the world slowly came back into focus.

When he opened his eyes again, Jemma was holding her hand at eye level and examining the spattering over her fingers with the curious expression she usually saved for the lab.

" _ Gross!_" Fitz and Jemma barely registered the commotion as the older woman sitting behind them expressed her displeasure and elbowed her movie companion. "Will you say something?I can't believe I paid $10 for this. This is a PG movie, for God’s sake!"

Jemma merely shrugged before she let her hand fall down, grinning at him with barely contained mirth.

"I'll go and wash my hands," she murmured. "Meet you outside?" 

Still dazed, Fitz nodded, self-consciously buttoning his jeans back up while Jemma made her way across the row, head held high and seemingly oblivious to the groans and huffs of other moviegoers who had to stand up to let her walk past.

For every mortified cell in his body, a thousand more were unabashedly enthusiastic about what had just happened. This was not what he had in mind when he'd asked her out on her date, and although he wasn't about to complain, it was all  _ very_ confusing.

**_Hand job_ ** **_✔_ **


	4. Chapter 4

**Notes for the Chapter:**

> Sorry for the delay. It's _complicated_.  
>  Lots of thanks to Raptorlindsay for her hard work on my mess of a draft, and to Grapehyasynth for letting me bounce all my half-cooked ideas off her.

Days at the pool came and went, each one looking remarkably like the last. The children were unruly and rude, James oscillated between being bafflingly useless and a mild nuisance, and in spite of Jemma's best efforts, Milton failed to pay her the kind of attention she wanted– if anything, he only seemed to remember her when he needed a chore taken off his hands. It was exasperating. Jemma Simmons didn't fail– not when she'd set up a course of action and properly prepared. 

The bulk of the work was left to her and Fitz, and if it weren't for his cooperation and her own bullheadedness, Jemma might have up and quit for the first time of her life.

One afternoon, she was busy balancing a tall pile of kickboard in her arms when she heard Milton's voice exclaim, "Hey, let me get that for you."

Jemma could barely believe her own ears. In the weeks since she'd started working at the pool, it was the first time he'd voluntarily offered to help– it was almost chivalrous of him, really– and she couldn't help but beam from behind her polyethylene foam tower. But when she risked a glance around, she found Milton was flashing a toothy grin to the very busty,  _ very _ scantily clad blonde sashaying in his direction. 

As Jemma watched in gobsmacked outrage, he held out his hand to relieve  the blonde of her tiny leopard print purse before offering her his other arm, conspicuously flexing his muscles as he did. The woman grabbed it eagerly and together they walked past Jemma as if she wasn't there– so much so that Milton jostled her arm, effectively sending swim boards flying around. 

"Watch out, Simmons," he muttered without taking his eyes off of his escort– more specifically, his escort’s assets. 

Jemma gasped, affronted. She was so shocked, she couldn't think of a suitable retort before the pair had walked away. Fuming, she gathered the discarded boards and put them away before she dropped down by the edge of the pool. 

"Let me tell you something, ladies," she said, turning to the pair of 4th graders that were soaking their feet nearby. "Men have a one-track mind. All you have to do is flash a little skin and they're like–" Jemma's eyes widened suddenly, and she looked down to her unflattering brick red regulation swim suit. "Huh," she said to herself, and glanced up to watch both Milton and James hovering around the blonde beauty, shifting a sunshade around until the woman appeared to be satisfied. Could it  _ really _ be as simple as that?

***

The Lost & Found box wasn't as well-stocked as Jemma would have hoped, but after rummaging around for some time, she managed to dig out a relatively skimpy hot pink bikini that might just do the trick. It was at least a size too large, and the tube top felt dangerously loose around her chest, but it would have to do.

As she walked back to the pool in her new skimpy bathing suit, Jemma had a new spring to her step. She felt a little scandalous, all of a sudden– she'd never worn a two piece suit in public before, let alone one that exposed much more cleavage than she had anticipated. Every other step, she had to pull her top up before it slid down completely, but she did her best to balance the awkwardness by projecting what she hoped was a look of poise and confidence, her head held high and a satisfied smile etched on her face.

"Jemma?" Fitz appeared in front of her, looking a little taken aback. His gaze kept darting from her face to her chest as his face took on a decidedly pink tint. "What are you–"

"New suit?" Milton asked as he joined up, his own eyes firmly  aimed at her cleavage, an eyebrow raised– whether he was admiring or mocking her, she couldn't tell.

"This old thing?" she replied primly, silently high-fiving herself.

Fitz cleared his throat. "Are you sure this is–"

"Miss Simmons!" Out of the corner of her eyes, she could see one of their regular troublemakers waving in her direction from the side of the pool where he and his fellow preteen monsters liked to plot and snicker the day away. "Miss Simmons! Kevin lost his glasses in the water again!"

Jemma sighed. "Have you  _ helped _ him to lose his glasses again by any chance?" she shot back acidly, her annoyance gaining ground on her poise.

"Maybe?" the kid replied with remarkable indifference.

"Be right back," Jemma announced, distinctly rolling her eyes. She walked to the ladder at a brisk pace, determined to accomplish her mission and to return to flaunt her assets to Milton– and if Fitz wanted to take a peek too, well, she had no objection. The loose suit was actually quite pleasant to swim in- she almost forgot it was there.   _It’s like a second skin, _ she thought as she easily propelled herself through the water.  _ I should start wearing these more often.  _  In a matter of minutes, she'd located the child's glasses and returned them to their owner and then Jemma emerged from the pool, shaking her hair and smiling, channeling every sexy mermaid cliche she could think of and exuding what she hoped was effortless confidence.

"Mmh, Simmons?" Milton smirked, his eyes narrowing– and zooming down somewhere her clavicle.

Jemma walked back in his and Fitz's direction, who was also staring in an unusually obvious manner. A sense of satisfaction spread in her chest. Clearly, her plan was working like a charm.

"Mission accomplished," she shrugged, barely noticing the way Fitz's eyes widened further as his face darkened with a deep flush.

"You might want to cover yourself," Milton suggested. "There are children present."

Her smile freezing, Jemma looked down to discover that her tube top had slipped down to her hips, leaving her dripping wet breasts entirely exposed and somewhat standing to attention after her dip in the pool.

She let out a little horrified shriek and frantically pulled at the fabric to cover her chest...only for it to fall back down instantly, stretched and ballasted with water as it was.  She finally managed to pull it up again, clutching it tightly to her chest as her face burned with humiliation.  _ I am definitely never wearing one of these again. _

"Hey, Simmons," James' amused voice sounded through the megaphone that he liked to use to spread inappropriate jokes rather than to spell out safety rules. "There's really no need to make a fuss. Hell,  _ I _ have bigger boobs than you."

That seemed to jolt Fitz into action. With fast, rigid movements, he pulled his own shirt over his head, fumbling a bit to get it off his arms, and held it out to her. Jemma couldn't help but notice he was flushed from the tip of his ears to the middle of his chest. She didn't dare to look down again, but she knew she couldn't be faring much better on that front. His eyes were darting everywhere but at her, clearly horrified.

"Thanks," she muttered as she grabbed the shirt off his hand. With blood rushing to her ears, she could barely make out James' ongoing barrage of teasing. "Women in Europe go topless all the time," she said half-heartedly as she slipped the shirt on.

Before she ran back to the staff room, she made herself look up and into Fitz's eyes, and what she saw there made something twitch deep in her stomach.. It appeared she may have slightly misjudged Fitz's reaction. He didn't look  _ horrified_, he looked… well, she'd seen this expression before – _twice_ – but she wasn't sure how to name it. A flare of heat coursed through her when she recalled the last time she'd caught a glimpse of it– when he was panting and groaning and pulsing in her hand. 

Jemma had made a conscious effort not to think about their movie-going… _ experience  _ too much since it had happened. It wasn't that she regretted it –not at all– but she just had a hard time reconciling the sensual, almost erotic side of him she’d seen in the theater with good old, everyday Fitz. It was just... troubling.  _ Very _ troubling. Sometimes, when they were working side by side at the pool, she would turn to him and suddenly remember the way his handsome face had tensed in pleasure, or the vibrations of his stifled groans against her neck. It was like a hot flash, abrupt and inconvenient...and yet not entirely unwelcome. She could feel her pulse speeding up at the memory.

And judging by the way he was looking at her, she thought that maybe something could be salvaged of this day after all.

***

"That chick is crazy," Milton said, shaking his head as he watched Jemma retreat.

"Yeah, I know what you mean," Fitz grumbled as he shifted uncomfortably in his now too tight trunks. Out of desperation, he grabbed a nearby pool noodle and awkwardly held it up in front of him. It wasn't exactly discreet, but it was better than nothing– surely the kids had seen quite enough for one day.

Now, to erase the image of Jemma's freckled, perky, perfect breasts from his mind… Or rather, store it for later, when he could have some privacy. He was sure hoping to revisit that memory soon. 

Perhaps even in person.

He and Jemma were–  _ something_. He wasn't entirely sure what. It didn't  _ feel _ like they were dating– they'd never even kissed outside of two quite memorable occasions, and most of the time, she treated him the same way she always had. 

But then...then there were the times when she treated him differently. Bafflingly so. The mere thought of it– without even recalling anything in detail, something he'd been doing quite a lot in recent times– was enough to significantly worsen the situation in his trunks.

"I like it", Milton declared, and clapped Fitz's shoulder hard enough to make him stagger.

At that, something cold and unpleasant passed through him. "Wait– what do you mean you like it?" Fitz asked, but Milton was already walking away.

***

Unsurprisingly, James and Milton had left Jemma and Fitz alone to clean up at the end of the day (“These beers aren’t going to drink themselves!” James had shouted as he walked –staggered, really– to the parking lot.). After spending half of the afternoon hiding away and accomplishing menial tasks, and the other half pacing nervously as she planned out a course of action, Jemma was more than happy to see them go.

She hadn’t been able to think of anything other than Fitz and the way he'd been staring at her body– like he was ravenous, and she was a particularly appealing meal. She'd been going up and down the list as she worked, trying to figure out how to best use his…  _ interest_.

Soon after the last of their regulars had vacated the premises, she emerged back from storage in her regular bathing suit and joined Fitz by the pool to help him to put away the mess the kids had left behind. He didn't say a word about what had happened earlier, and she didn't breach the subject either. They worked together in peaceful, if not entirely comfortable, silence until every last deck chair and pool float was stacked away for the night. 

Once they were done, Jemma hung back as he headed to the staff room and  took a few deep breaths to solidify her resolve. Their previous encounters had both somehow just… _happened_ , thanks to an ideal combination of circumstances and luck. But coincidence wasn’t on her side  this time– _she_ had to make this happen, which was both thrilling and daunting.

"Fitz," she called in a  tone she hoped sounded more sexy than weird. She let herself into the staff room and closed the door behind her, leaning against the frame. She tried to ignore the accelerated beat of her heart, and the heat she could feel rising up her cheeks. "Hi."

Fitz had his back to her, but she didn't miss the way he straightened sharply at the sound of her voice. He dropped the backpack he was holding and turned to her, his expression growing somewhat concerned when he took in the look on her face. 

"Hi?" He gulped and eyed her warily as she got closer. While she was still only wearing her unflattering one-piece, he'd had time to change back into his regular clothes. Jemma fought the counterproductive urge to cover herself. "Everything okay?" Fitz asked, frowning.

Gathering her courage, Jemma squared her shoulders and tilted her chin up. _ Make this happen, Simmons,  _ she reminded herself.  _ Straight to the point. _ "There's something I've been meaning to ask you. Earlier, by the pool," she said, her heart in her throat. She was quite proud of the way she managed to control her voice– it was barely wavering. "But perhaps you would rather I'd– show you."

Fitz eyes instantly widened, but she couldn't tell if he was alarmed, or something else. Could he guess what she had in mind? Ignoring the distracting twists and twitches in her stomach, Jemma slid one strap of her bathing suit down, revealing nothing beyond her clavicle.  Fitz remained very still, so still it looked like he was holding his breath. 

Without another word, Jemma pulled down the other strap until the fabric fell down and pooled by her waist, and then she was standing half naked before him for the second time that day, her breasts fully exposed and her heartbeat going wild. Rooted on the spot, she dared him with her eyes to  _ do _ something about it.

Fitz's expression had grown so serious he looked almost pained, with his lips parted and his chest rising and falling visibly with each breath. He was staring openly now, and she could feel his eyes wandering over every inch of her skin, spreading goosebumps as surely as if he'd been grazing the curve of her breasts with the tips of his fingers. But still, he wasn't moving.

Growing restless, Jemma took a step forward– only for him to take a step back. She kept going, advancing on him as he feebly retreated and feeling more and more like a mighty Amazon with each step she took, until Fitz's back hit the row of lockers with a loud clanking sound. With one last step, she was standing directly before him, resisting the urge to get even closer and press her breasts against his chest.

"What do you think?" she asked, hoping to sound cocky, but instead her voice was shaky and out of breath. She wondered if he could tell how rapidly her heart was pounding underneath all that bare skin.

For a moment, it looked like he might try to reply– his eyes, dark and heated, briefly shot up to her face as his mouth silently worked. But before he could get a word out, his gaze swiftly traveled down again, drawn to her breasts as if to a magnet. 

When he looked up again, his gaze bouncing from her eyes to her mouth, his expression was ravenous and urgent.He inched forward to lock his hands around her waist and pivoted her until she was the one trapped between his body and the lockers. He was so close, she could feel his hot breath against her neck as acutely as she felt the cold metal behind her back. Something clenched in her stomach then, as heat began pooling down between her legs and every synapse in her brain fired with the same one-word message– _please_.

His hand rose slowly, as if he might scare her away, and Jemma's breath caught in her throat a moment before his warm hand finally made contact with her flesh.  His hot palm warmed her cool skin, and he cupped her carefully, delicately,  _ reverently _ while his other hand flew up to mimic the motion. She thought she could hear him swallow a sigh, but it might as well have been hers. The way he was looking at her, though– his eyes looked different, darker, bolder and so  _ sure_.  

Jemma held back a sigh and squeezed her eyes shut, torn between the relief of finally being touched and the agonizing frustration of not being touched quite enough. The tips of her breasts were taut, aching for his attention, and she was just about to swallow her pride and properly  _ beg him _ when suddenly, as if he couldn't resist anymore, Fitz bent his head and wrapped his mouth around her nipple, flicking against it with the tip of his tongue before sucking gently. She couldn't hold back her moan then, embarrassingly loud and so damn sexual, and Fitz hummed approvingly around her flesh. 

When he released her nipple he began stroking it with his tongue, each flick sending flashes of heat directly between her legs. Her needy sounds of pleasure seemed to echo in the empty room, bouncing against the metal lockers and growing louder with each new experimental touch of his lips and tongue and teeth, as the pinch of want low in her belly grew into a steady, startling ache.

When Fitz's mouth left her breasts, it was quickly replaced with his hands as his lips trailed up her throat to finally lock with hers, sucking greedily on her lower lip before his tongue pushed inside for a demanding kiss, hurried and desperate.

He pushed further against her, his knee sliding between her parted legs and the warm bulge of his arousal pressing into her thigh. She took advantage of their entwining legs to grind against him, creating friction where she so desperately craved it. It was such a relief to feel him against her core, even with two layers of fabric between them, she couldn't help but cry out against his mouth.

"Everything okay?" he panted, and when he caught her eye, she saw it again– that arresting half gone look he'd given her shortly before he came into her hand.

"Yes," she replied, equally breathless. The interruption jolted her brain back into the fray. She'd come here with a purpose in mind, after all. She had another item to cross off the list. "Do you want to– you know," she said, darting her eyes down from her breasts and in between their bodies in the general direction of his crotch.

Fitz frowned and heaved a shaky breath, his mouth hovering still inches from her. "I don't know what you're–"

Biting her lips, Jemma blinked and forced on a smile she hoped didn't look as unsure as she felt. "Do you want to… you know... Titty-F.U.C.K. me?" She inwardly cringed at herself.  _ If you’re going to  _ do _ it, Simmons, you should be able to  _ say  _ it. _

" _Wha–!?_ " Fitz squeaked, wide-eyed and visibly stunned. "I– Do you–" He gaped at her for a moment, before he squeezed his eyes shut, shaking his head rapidly. "You… I… M–Maybe another time?"

"Oh." Jemma felt her entire face grow a darker shade of crimson. She hadn't expected his rejection, and it felt like a punch to the gut– or a punch to her ego, maybe– and she was now battling the absurd urge to cry. She looked down, blinking rapidly.  _ Good job. Because nothing’s sexier than literally spelling it out for him, honestly.  _

***

"Jemma. Hey, Jemma," Fitz murmured, sensing the shift in her mood. He cupped her cheek, his thumb stroking her face gently, and placed a string of kisses on her chin, her lips, the tip of her nose. "I just want to keep doing– what we've been doing. And maybe– maybe touch you? Like I did the other night?" 

_ Please say yes, _ he silently begged. He'd been thinking about doing it again since before he'd finished doing it that first time, and if the noises she'd just been making were any indication, she seemed to be…  _ up for it. _

His own arousal was straining painfullyl in his pants, but he'd gladly ignore for a chance to stroke her to orgasm again, and potentially fuel a lifetime of X-rated fantasies. It was a miracle he hadn't made a mess already– the combined effect of not only  _ seeing _ her frankly perfect breasts in all their freckled glory, but also  _ kissing _ them, feeling her beautiful little nipples hardening in his mouth as she let out those strikingly exciting moans, could have been enough for him to come in his pants several times over. He wondered if she had any inkling of how precarious his hold on his control had become. 

And then she'd suggested that he– that they– with her– _bloody hell_. _Don't think about it now_ , he reminded himself. _Think about it later, in the privacy of your own room._

Jemma glanced up, looking uncharacteristically unsure. He gathered every last shred of his self-control to keep his eyes locked on hers, rather than letting his gaze drift down again. 

"Is it– is that really what you want?" she asked in a small voice, and he hesitated for a moment. Should he tell her his brain had become a permanent XXX cinema and that she was the only star of every damn scenario? Inexplicably, she seemed to be needing some reassurance, but he worried that if he started babbling on the subject, she might get a lot more than she'd bargained for. Probably better to keep it simple.

"Yeah," he replied, nodding vigorously. "I mean– only if you–"

Her shy smile quickly grew a shade brighter. "Okay." 

His lips sought hers again and she met him eagerly, deepening the kiss and sighing into his mouth without restraint when his tongue teased her back. One kiss turned into two, then five, then ten, and somewhere in a corner of his mind, it registered that it was the longest they'd spent  _ just _ kissing. He had a hard time following the twists and turns of their relationship, but he was way too afraid to miss out on something to question what was going on between them. 

When Jemma seemed to become restless in his arms, bunching the fabric of his shirt as she pulled him closer, her hips pushing earnestly into him, he slowed his mouth and pressed a few softer kisses at the corner of her mouth. Then, before he could get distracted by her mouth again,he trailed down her throat and lower still, adoring every freckle he encountered on his way before his mouth met the soft skin of her breasts again. Her nipples were still erect in fascinating little points and he couldn't stop himself from teasing them in turn, suckling and nipping until she began groaning impatiently.

When she spoke again, her voice was hoarse and urgent. "I thought you wanted to–"

"I'm getting there," he smirked, delighted by her demanding tone.

His hand barely trembled as it slid down her body, grazing the small of her back, and ghosting around her hip until he reached the top of her thighs. Jemma widened her stance, wrapping a leg around his own and sighing in encouragement when his hand reached the apex of her thighs.

His breath caught when he felt how drenched the stretchy material of her bathing suit was now, the tangible proof that making out with him turned her on– probably not as much as it turned  _ him _ on, but still enough to make her soaked between her legs. He dipped a finger under the edge of the suit, barely grazing along her slit, and her folds were hot and slippery. 

"Take it off," he murmured, not trusting his own voice. He half expected her to laugh in his face or possibly slap him, but to his surprise, Jemma didn't even try to argue. She just slipped the fabric off her hips until it fell down her legs, then stepped out of it and kicked it aside. 

"There," she replied in the same shaky, heated whisper, and it was one of the hottest things he'd ever heard –he was  _ definitely _ filing that one away for later. He only caught a glimpse of the pale plane of her stomach and the dark curls below before she rolled her leg around his thigh again, reminding him not-so-subtly of what he'd set to achieve.

  
When his hand found her center again, his fingers dipped into the source of her wetness before they drove up confidently to tease the tight bud of nerves, making her gasp sharply. He began stroking in tight little circles, but as she started to tremble into his arms,  it became more and more obvious that it wasn't exactly a sustainable position. Her knees were buckling, and she seemed to have trouble keeping her balance while enjoying his ministrations.

"You're uncomfortable," he said unhappily, but she immediately began shaking her head. 

"I'm okay," she assured him, albeit unconvincingly. "Don't stop!"

"No, just– wait a minute," he said decisively. The place was overflowing with portable, soft surfaces, and he wanted her to enjoy herself to the full extent of his limited skills. Begrudgingly removing his hand from her heated core, he murmured another apology before he jogging away to retrieve one of the large pool rafts he'd just put away minutes earlier. Looking mighty pleased with himself, he laid it down on the floor and covered it with a spare towel.

"Lie down on this," he said, and almost blushed when the offer came out like a command. If the exaggerated arch of her eyebrow was any indication, Jemma hadn't missed it, either. She didn't protest, however, and circled around him, giving him an view of her glorious bare ass before she lay down. Watching him intently, she parted her legs slowly, rising her knees to give him a heart-stopping view of her glistening core.

Fitz, for his part, was rooted on the spot, mouth agape and eyes almost certainly bulging out of his head as he drank in the indisputably pornographic sight she offered: her endlessly enticing breasts, the dark triangle at the top of her thighs,  the mysterious pink folds below. He imagined he looked a bit like a pathetic version of Tex Avery's wolf, equal parts terror and lust.

"Something wrong?" she asked, sounding vaguely amused.

"Nu-uh. Everything’s fine," he mumbled, going through every single unpleasant thought and memory he'd stocked up from infanthood to this day. He waged a losing battle against his brain, reminding himself that ruining his bermuda shorts right then and there would significantly increase the chance of Jemma suddenly recovering her sense of reason.

When he couldn't hold off any longer, he knelt down between her open legs as his heart pounded so hard he could hear blood rushing to his ears. When they'd done this before, she'd been fully clothed and he hadn't seen a thing. Looking at her... now  _ that _ was a completely different experience.

Mesmerized, he parted her folds his fingers– she was so pink and slippery and  _ bloody hell_, he didn't know what he'd done right to have Jemma Simmons lying naked in front of him with her legs wide open and a  flustered look on her face, but he immediately vowed to find out so he could replicate it every damn day of his life.

He began rubbing gently up and down, mapping her, memorizing her before finding her most sensitive spot again, the one that made her shiver and groan when he teased it. He dipped inside her inviting heat, and the sight of his fingers sliding in and out of her body took his breath away, the image seared into his brain for the foreseeable future. Her sighs and moans filled the room, and  _ God_ , he needed to–

"Jemma–" His voice was shaking, but there was no helping that at this point. "Can I–  _ may I_…" he corrected before she could do so, "mmh, lick you?"

***

"I–" Jemma sat up a fraction, ignoring the squeaky sound of the raft below her. "You don't  _ have _ to–"

The first thought that passed her mind was one of panic. The act felt dangerously intimate– much more than anything they'd done before and certainly more than what she'd been planning to do when she'd joined him earlier. She worried that he wouldn't enjoy it, that  _ she _ wouldn't enjoy it, that he wouldn't like the way she tasted or the way she looked. On the other hand– the mere idea of Fitz's face between her legs, licking her the way he'd licked her breasts earlier, sent a new wave of heat pouring over her. Besides, cunninlingus was  _ definitely _ on the list. She just didn't feel  _ prepared _ for it.

"Yeah, but– I– I want–" Fitz stuttered in frustration. When he spoke again, his tone was so earnest she couldn't doubt his sincerity. "I've been thinking about it. _ A lot_." He huffed a shaky breath. "If you don't like it, I promise–"

Jemma gave him a sharp nod. She'd always trusted him implicitly– there was a reason she was doing all this with  _ him_, after all. 

She tried to relax a least a little bit as he settled back down between her legs. Pushing her thighs open farther, he began trailing open-mouthed kisses along the seam of her sex, exploring her with the flat of his tongue, licking inside of her as she trembled and gasped. Her face was flushed, she could just feel it– after having witnessed the sight of him between her thighs, of his tongue eagerly lapping at her while his eyes remained glued to hers, she suspected it might remained flushed for the rest of her life. The feel of his yielding tongue was completely different from his fingers– his touch might not have been as precise, but the feel was intoxicating in an entirely new way. She wasn't sure it would be enough to take her over the edge, but she was certainly eager to find out.

She was far past caring how lewd her crescendo of moans sounded– until he tried sucking her clit into his mouth with the same amount of pressure he'd given her nipples, and she gave a sudden, sharp cry. 

"Too much," she said, her voice so hoarse it was barely hers.

"Sorry," he winced, giving her a soft, apologetic lick. He resumed his earlier ministrations with added enthusiasm, teasing her most sensitive spot just right and with deliberate regularity until her sighs turned to heavy groans again as she felt her climax rapidly building.

"Better?" he asked, his apparent smugness belied by the intensity clearly displayed on his face.

" _Yes_ ," she said in a sigh, her hips bucking of their own accord. " _Fitz–_ "

"Tell me what you need," he demanded.

She was getting maddeningly close now, and her thought process circled back to the same limited notion. " _More_ ," she panted. "Your fingers–"

As his mouth kept working her, he gently pushed his fingers inside her again and began pumping gently–  _ too _ gently, now that she was chasing her elusive finish. Her hips came up to meet his hands, the movement growing a little more erratic with each thrust. She was growing louder, too, moaning in abandon as the last of her inhibitions fell away. She would worry about what he might think of her behavior at a later time.

" _Fitz_ ," she gasped, unsure of what she meant to demand or convey when everything around her was dissolving, everything but  _ him _ and the apparently effortless way he overwhelmed every nerve ending she possessed.

Taking her cue, his fingers began working harder, faster, his eyes intent on her, focused and attentive. She couldn't keep her own eyes from fluttering shut and it wasn't long before her body began clamping around his fingers as she cried out.  She trembled and jerked beneath him, lost to sensations more powerful that she'd thought possible– enough to make her forget where they were and how they'd gotten there, enough to blur every one of the lines she meant to keep intact between them, if only for a few moments. He waited until her body stilled completely to gently remove his mouth from her and shot her an appraising look, as she laid there limp and sated, her self-consciousness not yet returned. 

When Fitz got to his feet, dusting off his knees, her eyes traveled up to his very obvious erection. She absentmindedlylicked her lips as the wheels in her brain began turning. He'd been  _ very _ compliant indeed, and compliance must be rewarded. When she met his gaze again, he gulped audibly, not bothering to cover his expression intense yearning.

Jemma cleared her throat. "Do you want me to–" Before she could proposition him, she was cut off by an obnoxious beeping sound. Her smile instantly froze. "That's my phone."

She jumped off the raft, suddenly very aware that she was still naked, and began rummaging around her locker until she located her purse, but not before the ringing stopped. 

"That was my dad. Oh, no! I'm  _ so _ late," she winced when she noted the time. Then, looking back to him, she gasped, her hand slapping over her her mouth in alarm. "I'm sorry."

"It's alright," he said, his smile falling only a fraction, and gave her a little nod of reassurance. "You go. I'll finish closing up."

"Are you–" she bit her lip, gesturing toward his midsection.  _ That _ couldn't be comfortable. "Are you gonna be alright?"

"Yeah, I can– I can take care of that," he finished with a weak grimace.

"Oh." Too bad. She'd been hoping he'd be amenable to her reciprocating– blow jobs were a fairly important item on the list. Instead, she began hurriedly slipping on her clothes. "Okay, well...thanks, Fitz! For that, and– well." She bit her lip before she gave it him a bright grin.

"Don't mention it," he replied with an equally happy smile. Before she could think better of it, she pressed a kiss to his cheek that seemed to startle them both.

"Raincheck?" she offered, and he nodded wildly, his expression as dazed as she felt, before she dashed for the door.  
  


**_✔_ ** **_Cunnilingus_ **


	5. Chapter 5

**Notes for the Chapter:**

> So... It's been a while. I'm sorry about that. I'm fairly confident this story will be completed eventually though!

Raina's inexhaustible collection of Cosmo back issues really was a godsend, Jemma had to admit as she plopped into a deckchair to read an article titled _20 Tips and Tricks for Mind-Blowing Oral_.  

She'd spent the past hour preventing a group of rambunctious tweens from drowning each other at the shallow end of the pool, and she felt that she more than deserved a little learning break.

"Okay, listen to this," Jemma said, scrunching up her nose as she skimmed through the page. "It says in here that if a guy drinks pineapple juice, his semen will taste sweet. Does that sound right to you?"

"Pineapple juice, you say?" Bobbi almost tore the magazine out of her hands.

"Nuh-huh. You don't want to swallow," Daisy tutted, squinting against the mid-afternoon sun. "Do you know how many calories jizz has? It's like, _a lot_."

"Says the girl who's eaten nothing but burgers since we started working at The Bus," Bobbi teased in a sing-song voice, shaking her head.

"Yeah, well, would you rather have a burger for dinner, or the other thing?"

"Fair point," Bobby smirked as she handed the magazine over. "Pay attention, Pancake. There might be a quiz later."

"Did someone say 'quiz'?" Fitz said, grinning as he approached them.

Jemma snapped her magazine shut and shoved it precipitately under her chair and out of his reach, hoping her cheeks didn't look as flushed as they felt.

"I bet you miss those _terribly_ during the summer," he taunted. His eyes though… his eyes weren't mocking at all. Not for the the first time this summer, Jemma was brutally reminded that her pasty, lanky best friend had become undeniably attractive without her noticing. Honestly, it was quite rude, when she thought about it.

Her blush darkened when she remembered the similar expression on his face when he'd peeked up at her from between her legs, and Jemma felt compelled to cover her cheeks with her palms. It had been three days since their closing time tryst, though it felt like much longer than that— _too long_.

"You know, you're right, I do," she admitted with a hint of a smile. Chewing on her lower lip, she added, "but I'm sure we can arrange something."

***

Hunter's smelly, hole-y gym socks. Sad burnt pancakes. Incorrect equations. Professor Vaughn's lectures. _Right. That one always worked._

Fitz glanced around him, hoping no one had noticed anything… suspicious about him. As far as he could see, no one was pointing and laughing at his crotch, so he was probably good. Clearly, he'd picked the wrong time to take a job that required for him to walk around in swim shorts around _children_.

What they'd done the other day… it had broken something in his brain, and now _everything_ she did was unbearably sexy to him. Even the way she rolled her eyes turned him on. And when she bossed him around, well…

For the past three days, he'd tried to find the courage to properly ask her out for dinner— somewhere nice, not just burgers at The Bus. He'd prepared a speech that he rehearsed every morning before going to work. He wanted to make things… _official_. But every time he tried to tell her, half of his brain froze with fear, and the other half went straight into the gutter.

And now it was Friday afternoon, and he still hadn't said a  thing. Damn, he was useless. In all fairness, it was much harder than it looked, this whole 'asking someone out' business. It took some getting used to. He was working up to it. _Right_. That was the most positive spin he could give it.

He _would_ ask her out. Definitely. It might not be today, it might not even be tomorrow, but it would happen. Sometime soon.

God, he hoped she would say yes.

***

"Come on, Simmons! Please say yes," Daisy begged, a pitifully imploring expression on her face as she sprawled on Bobbi's bed.

"I already work at that place all week long," Jemma groaned. "Do you _really_ want me to spend my Friday nights there too?"

"I've never been to a pool party before," Daisy pressed, all pouty mouth and pathetic, wet puppy eyes.

"Somehow I don't think that breaking into my place of employment qualifies as a 'party'," Jemma replied primly.

"It's not breaking and entering when you have a key," Daisy affirmed with complete certainty. "No one will know we were ever there!"

"Oh, I don't know," Jemma frowned, wringing her hands together. Sure, it would be nice to _enjoy_ the pool for once, but… "I don't even have a swimsuit with me," she remembered dejectedly.

When Daisy didn't immediately offer a counter-argument, Jemma glanced up to find her beaming, a devious expression on her face.

"No! No skinny dipping!" Jemma gasped, outraged. "It's unsanitary and completely inappropriate—"

"Okay, okay," Daisy raised a placating hand. "We'll keep our panties on, Grandma."

"Bras, too. This is a _family_ place."

"Jeez, you're strict," Bobbi piped in with laughter in her voice.

"Oh, _okay_." Jemma huffed a long-suffering sigh.

Only then did it occur to her that perhaps there was something to be gained from this illicit little venture. Surely they could make it a party of four. Besides, she'd checked earlier while closing shop— the vending machine was fully stocked….

"You don't mind if Fitz joins in, do you?" she asked innocently.

" _I_ don't," Bobbi volunteered. "So, can I bring Hunter, too?"

"Wait, are you guys on or off this week?" Daisy asked with an exaggerated frown. "I can't keep up with you two."

"Oh, you know. We've decided not to label it for now," Bobbi offered before her face cracked into a smile. "Nah, we're _on_. We're totally on."

"I see," Daisy snorted. "Why am _I_ the only one who has to keep her panties on, then? It's not fair," she teased, her tone whiny, before Jemma and Bobbi smacked her silent with a couple of fluffy cushions.

***

"More pineapple juice?" Jemma asked sweetly, turning to the edge of the pool where they'd abandoned the carton before they jumped in.

"Huh? Oh, no. I'm good. Thanks," Fitz replied distractedly. He needed all his energy focused on keeping his eyes aimed somewhere above her neckline. From where they stood, the water hit Jemma mid-boob, and he could see everything down to the palest freckle through her damp white bra. _Everything._

Out of the corner of his eye, he could see their friends chatting and splashing around at the other end of the pool, but Jemma seemed determined to ignore them.

Unfortunately, the fleeting glimpse he'd caught of Jemma's taut nipples straining against her now see-through bra, combined with the vivacious sense memory of their previous activities— the feel of them in his mouth as he sucked and licked and teased her and _Christ_ , the sheer obscenity of the sounds she'd made in response— was enough to put him in a state that his regulation swim trunks did very little to conceal.

"You can look, you know," she said, her voice practically a purr. Fitz glanced up, feeling like he'd been caught but, if anything, Jemma looked quite pleased with herself. "You've done more than that before, remember?"

"Oh, I remember," he croaked. " _Vividly_."

"Been thinking about it, have you?" she laughed, her eyes gleaming with triumph. Her lips curled into a smirk, and as she bounced on her heels, her round, perky breasts invaded his line of sight.

" _Jemma_ ," he whined. "You can't just torture a bloke like that—"

Before he could complain about her unfair advantage over his suggestible biology, she hooked her arms around his neck and plastered her mouth to his to trace the seam of his lips with her tongue. Fitz groaned out loud, both from frustration and bliss as her mostly bare body pressed into his, all tight nipples and enticing curves and impossibly soft skin.

Jemma threaded her fingers into his curls and angled his head just where she wanted him, deepening the kiss. _Oh_ . His hand stroked up and down her back between the hook of her bra and the hem of her panties, and he wondered idly if he was in a dream— _that kind_ of a dream, clearly.

It was then that, taking full advantage of the water's resistance, Jemma wrapped both of her legs around his waist, trapping his now fully hard cock between their bodies. She rocked her hips, grinding against him, and moaned quietly into his mouth. Fitz gasped and jolted back, choking on a ragged breath.

"Jemma— I'm—" _Sixty seconds or less from coming into my shorts._ "Maybe we should— stop?"

"Do you _want_ to stop?" she asked, her voice breathless and unsteady.

Fitz almost laughed out loud. Of course he didn't _want_ to stop. What he _did_ want was for her to keep rocking into him, rubbing herself against his swollen cock in shameless abandon until they eventually both came in the most embarrassing way possible— at least for him, anyway. She, on the other hand, looked particularly alluring with her hair falling in damp strands around her face and her heavy-lidded eyes and oh, there were her pert nipples again. _Goddamn_ , he wanted another chance to play with them, too. Perhaps he could suck one into his mouth and slide his fingers under the elastic of her panties to stroke her hot, slick pussy until she came apart in his arms.

All he had to do was pretend that all their closest friends were not within splashing distance. Fitz was no prude, but the idea of doing… _any of that_ with other people around made him more than a little uncomfortable.

On the other hand, if he did well, maybe she would call his name in that completely pornographic way again, the one he couldn't keep from replaying in his head at the most inopportune times.

"Nope. Don't want to stop," he choked out, a pitiful slave to his teenage hormones. _Public indecency be damned._

Jemma smiled with relief, as if she'd seriously entertained the thought that he might actually leave her there to go chat with the others, his conspicuous erection pointing the way. Because that wouldn’t be awkward _at all_.

"I have an idea," she beamed, her eyes warm and happy and mischievous.

_Lord help him._

***

He let her drag him blindly to one of the outdoor shower stalls, stumbling every other step as he chased after her mouth, until she finally stood still long enough for him to kiss her properly again.

Night crickets were singing around them, and through the thin walls came the mingling echoes of laughter and splashing water. His mood sunk briefly as he lamented the lack of true intimacy, but it was only a matter of weeks before they left for college together— a world of possibilities and privacy would open to them. Still, Jemma was in his arms, all but naked and intently nipping on his lower lip— as summer nights went, this one wasn't so bad.

As their kiss deepened, her hands trailed down his chest, the soft bite of her nails raising goosebumps across his chest, and continued past his navel and lower still until she reached the edge of his trunks.

Her fingers may have been icy, but they sent heat pooling in his stomach all the same. Her hand slid under the elastic and wrapped around his very alert cock, and he whimpered into her mouth. _Holy shit._

Unfortunately, his wet swim shorts made things awkward and uncomfortable. While Fitz would have gladly endured a little chaffing if it meant Jemma would keep touching him, she seemed to have a different idea, and he felt her lips stretch into a smile against his mouth before she broke free of his hold and knelt down in front of him.

His body was much quicker to figure out what she intended to do than his mind— he was painfully hard and so _completely_ ready, and yet his brain froze when it came to processing the sight of her on her knees in front of him, tugging on the hem of his shorts.

It wasn't that he had never imagined it before— he had, _a lot_ — but much like their previous encounters, this one felt entirely surreal and almost certainly too good to be true.

"Jemma," he croaked as she freed him from the vexatious confines of his damp shorts, "what are you doing?"

"Settling my debts," she said with the ghost of a smirk. Her hands were shaking, as if she was more nervous than she let on, and Fitz felt a sudden twinge of unease at the thought that she might be acting out of perceived obligation.

"No, you— I wanted— look, you don't _have_ to," he stammered helplessly, hissing a sharp breath through his teeth when her hand wrapped around his pulsing cock again, this time with no barrier or restriction. "You don't have to do— _anything_ ," he stressed, and she let out a chuckle.

***

"Ugh, Fitz, I _know_." Jemma rolled her eyes, a faint blush settling at the top of her cheek as she she began a few tentative strokes up and down his length. Could he really not tell how turned out she was at the mere _thought_ of doing this? She could feel her pulse beating at her throat and heat gathering between her legs.

She was nervous, yes, and she definitely regretted not taking more time to research proper form and technique beforehand, but she'd been thinking about doing this to him for _days_ . In fact, it had been quite a bummer to miss her turn the last time they'd been together like this, and Jemma Simmons wasn't one to pass up such a golden opportunity for _homework_.

"I want to do it," she said, staring at his pulsing cock with a mix of concentration and curiosity. "I want to— to suck you off," she said, trying out the words for size, and was rewarded with a ragged sigh.

She leaned forward and gave a long, tentative lick up his cock, twirling her tongue around the tip, and Fitz's entire body shuddered in response. He cursed under his breath and his hands rose to hover near her face, as if he couldn't decide what to do with them.

Encouraged, she wrapped her lips around him, teasing the head with her tongue before slowly taking more of him into her mouth. She glanced up to find him staring at her in completely awed surrender, his eyes dark and wide, muffled curses and shaky sighs tumbling from of his lips. Jemma found it all so… _arresting_. It was an incredible high, feeling the power she had over him, unexpected and shockingly erotic. She'd been intrigued by the act, and eager to return some of the pleasure he'd given her before, but she hadn't expected to be so turned on herself. If her panties hadn't already been wet from the pool, they would be soaked through by now.

Her lips descended lower on his length as she took as much of him as she could before moving up. Taking her cues from each grunt and stifled moan of pleasure, she mapped him with the tip of her tongue, tasting the tangy flavor of his pre-cum before she engulfed him again, experimentally running her tongue against the underside of his cock.

With her fingers wrapped around him to complement the movement of her lips, it only took a few passes for her to find a rhythm he enjoyed. His hand came to rest on her cheek, cupping her face as he stared down intently, hypnotized by the sight of his cock going in and out of her mouth.

"You're so bloody good at this," he said dazedly, and she smiled as much as she could with her mouth full.

Jemma relished the way he stroked her face with his thumb, both tender and explicitly sexual, sometimes grazing her lower lip as she worked him towards a rapid completion and sending jolts of liquid heat down her body. She tried pressing her thighs together to ease her own need, but it was useless— she had no choice but to bide her time, consoling herself with the certainty that when her turn came, she would likely fall apart at the first touch of his fingers between her legs.

"Jemma," he gasped, his voice so cracked it barely sounded like him anymore. "I'm— I'm gonna come soon," he warned, even his fingers tangled in her hair as if he couldn't resolve to let her go. His breath was coming out in hard pants and she found him so ridiculously attractive, with his face all flushed and his eyebrow drawn together and his pupils blown out with want, that it only took her a few seconds to decide on a course of action. The point was to _experiment_ , after all, and besides, she'd made him drink _a lot_ of pineapple juice for that very purpose.

"It's okay. I want to taste you," she said, releasing him long enough to run her tongue around the tip of his cock once more, exaggerating the movement for his viewing benefits. "Would you like to come in my mouth?" she asked, emboldened by frenzied look on his face.

***

Fitz replayed the sentence several times in his head, just in case he had heard her correctly, just to be certain he hadn’t misinterpreted what she was trying to say. _Nope. Pretty sure there's only one way to interpret that._

"Oh God, yes, please, _yes,_ " he groaned, his eyes twitching as he fought to keep them open. He didn't want to miss a moment of her hot, wet mouth pursed around him, her lips beautifully swollen. "Oh shit. Jemma, I—"

He was so close now, rocketing toward his finish, and he honestly could have cried with gratitude for the startling sensations she was giving him. _Blowjobs feel nice. Now that's a scientific breakthrough!_

He wished he could hold out a little longer, though, if only to store up more mental pictures of Jemma sucking him off like the cutest of pornstars. It was a good thing he hadn't found out earlier that his prim and proper best friend enjoyed sex this much— or that she was so damn _good_ at it— because genius or not, he would never have been able to concentrate on anything long enough to graduate from high school.

But realistically, he knew he couldn't hold back a moment longer, not when every last one of his muscles were tightening in anticipation of his release.

Surrendering, he let his head fall back as the tide rose and rose until it crashed over the dam, and then he was coming, pulsing inside her mouth as a high tension current of pleasure coursed through him, short-circuiting his brain.

" _Love you_ ," he blurted out in between embarrassing sounds of bliss.

If she heard him at all, she didn't let it show. She didn't have time to. Before Jemma was even back on her feet, the stall's door was flung open with a bang, and suddenly, James' silhouette was standing in the doorway, disheveled and vaguely menacing.

"What. The. _Fuck?"_

***

"Did it work? Did it taste like pineapple juice?" Daisy half-whispered, half-giggled into Jemma's ear once they were all lined up by the edge of the pool— girls on one side, boys on the other.

"This is not the time, Daisy!" Jemma hissed.

"Everybody shut up," James barked, raking a hand through his hair. "What the hell were you thinking? This is private property!"

"Do you sleep in your office?" Bobbi asked, nonplussed. "I'm only asking because it's, you know. _Private property_."

James glared at her before turning back to Jemma. "Simmons, this isn't like you. You're being completely irresponsible."

"Hey!" Fitz cut in, outraged on her behalf. "Don't put it on her. We were _all_ being irresponsible."

"Ha ha. You want me to call your parents? Huh?" James fished out his phone from his sweatpants pocket and started stabbing blindly at the screen with his index finger. "You guys should be at home, in bed, in your flannel pajamas, not… floundering around in your underwear and— yeah, I don't know your number. I have no idea who the hell I just called."

"Can we go home now?" Hunter yawned. " _Some_ of us have a busy day of gaming and sunbathing lined up for tomorrow."

"Okay, that's _it_ ," James growled. "You're fired."

Hunter pretended to be bummed out about it for a few moments before his grin returned. "Oh, that's right. I don't work here," he shrugged, throwing the others into peals of laughter.

***

"Here you are," Fitz said as he parked his mother's car a few houses down the street, in case Judge Coulson was keeping watch to see who brought Jemma home. Her father never missed an opportunity to make it known that he didn't believe anyone was good enough for his daughter.

"Thank you," Jemma beamed, pushing her hair away from her face, her eyes the color of molten caramel in the yellow electric light. "Kiss me goodnight?"

Fitz didn't need to be asked twice. He leaned toward the passenger seat for what he intended to be a soft, sweet kiss, and she met him halfway.

Soft and sweet wasn't what Jemma had in mind, and within moments they were breathing heavily, having teased each other into a frenzy of deep, open-mouthed kisses.

With a trembling sigh, she broke away from his lips, resting her forehead against his. The corner of her mouth turned up as she wrapped her hand around his wrist and slowly dragged it down, placing his hand high on her bare leg. _Damn_ , her skin was soft.

Their mouths met again with renewed urgency, and his thumb began stroking the inside of her knee, coaxing soft sounds of encouragement out of her.  His hand traveled slowly up her thigh as he kissed his way down her neck, delighting in her shuddering sighs.

"Is this okay?" he muttered, against her throat, nipping at her pulsing point.

In response, she scooted a little lower on her seat, parting her legs to give him better access, and soon enough, his fingers met her soft, wet heat.

 _Oh._ He'd almost forgotten she'd gotten rid of her damp underwear before they left the pool.

Feeling intoxicated in the best way possible, Fitz buried his face in the crook of her neck, breathing her in, and blindly rediscovered all her sweetest spots with her pleasure-tinted voice as his only map.

***

It wasn't until Jemma was out of sight that he realized she had left her precious binder behind, the one she took everywhere with her.

For a minute, he debated running after her to return it, but he was terrified at the thought of accidentally meeting her father so late at night, especially moments after he'd had his hand between her legs— not to mention, the effect it had on him was still quite visible.

Unable to resist, he flipped the binder open, smiling to himself at the liberal amount of highlighting he found, and traced over a line of her neat handwriting with his finger. Fitz didn't want to pry,so he put the binder back on the passenger seat, making a mental note to return it to her the next day.

As he went to turn the key in the ignition, he realized a page had fallen out of the binder and landed at his feet. It was color-coded within an inch of its life and indubitably Jemma's. Not that there was any doubt about that.

The page was titled "Jemma's To Do List", and his name was all over it.

  
**_✔_ ** **_Blow Job_ **


	6. Chapter 6

**Notes for the Chapter:**

> Renewed thanks to RaptorLindsay for soldiering through so much beta-work in so little time. You're magic!

The phone was ringing again. Not his cell— he'd smashed it against the wall after Jemma’s fourth text— but the landline. No one ever called the landline anymore, save for telemarketers and the occasional wrong number.

In a minute, his mother would knock on his door to inform him that Jemma had called once more. How long would it take for her to understand that he didn't want to talk to her or see her ever again?

After calling in sick to work, Fitz had spent the entire day in bed, splitting his time between agonizing over gruesome mental pictures of Jemma and Milton, and masturbating furiously to the indelible memories of the previous evening. He couldn't begin to imagine the paradoxical neural path that had formed in his brain overnight. It would be a miracle if he could ever enjoy a blow job again. Hell, he was almost certainly getting erectile dysfunction from this.

Thankfully, his mother didn't bother climbing up the stairs this time. She'd been taken aback when she'd figured out something was off between him and Jemma, but she'd stopped asking questions the moment she'd realized how upset he really was.

 _Thank God there’s_ one _woman in my life who understands when a man needs some time alone._

Or at least that's what he thought. Twenty minutes after the last call, his bedroom door swung open. Before he could berate his mum for neglecting to knock— he'd _just_ finished sadsturbating again a few minutes earlier— she pushed the door all the way open, and Jemma's worried face peeked from behind her shoulder.

"Jemma's here," his mother needlessly announced. "She came to check on you, knowing you were _feeling ill_ today. Isn't that nice, Leo?"

" _Mum_ ," Fitz whined. "I told you I just need to sleep it off—"

"Well, she came all this way. I think you two should _talk_." The way she arched her eyebrow made it clear that this wasn't a negotiation.

 _Unbelievable_. Betrayed by his best friend _and_ his own mother. Clearly he needed to reevaluate his entire outlook on life. For starters, he would never trust anyone ever again. All his plans for the future were now moot. He'd have no choice but to live like a hermit, single-handedly inventing one revolutionary technology after the other from the depths of his poorly-lit underground lab, his communication with the outside world limited to expeditious emails and package exchanges through the freight elevator. It might not be so bad. Actually, it sounded flat out heavenly right now.

"I'll be downstairs if you need me," his mother declared, all but shoving Jemma into the room. "And I'll put the kettle on, if you two want some tea."

She threw him one last meaningful look as he and Jemma muttered their thanks,then left them both alone. The door creaked as she pulled it closed, and then there was nothing but a thick, harrowing silence.

Disgruntled, Fitz sat up on the edge of his bed, looking everywhere but at Jemma. He was only wearing his boxers, undershirt and socks, but he refused to be self-conscious about it. After all, she'd already seen everything there was to see.

"Hi," she said with a feeble smile, sitting down next to him. "I've been so worried—"

"Yeah, I'm sure," he muttered bitterly, his eyes flicking to her face. _Damn_. Even with that dismayed expression on her face, she was the prettiest thing he'd ever seen.

"What is this about, Fitz? Talk to me. _Please_."

"I know, Jemma," he croaked, the words sticking to his throat like wet flour. "I know about the List."

"You— _how?"_ she gaped at him, her eyes wide with shock.

Reluctantly, he got to his feet, feeling even more vulnerable and exposed in his underwear as he crossed the room to retrieve her binder from his desk.

"You left this in the car last night," he sneered, dropping the binder into her lap before sitting back down. "You know, after I got you off."

"You went through my things?" she asked, her voice trembling as she clutched the binder to her chest, as if it could shield her from Fitz’s steady glare.

"Oh, right, because _that’s_ what's messed up about this situation," he said with a humorless laugh. " _No_. I didn't, okay? The page just fell out." He let out a weary sigh. "Are you really going to pretend you're the injured party here?"

"Injured party?" She had the gall to sound puzzled. "I don't recall you complaining—"

"Jemma!" he nearly shouted, startling her. "I thought that we were finally— I thought we were going to be… together. I was working up the courage to ask you out for real and I— I told I _loved_ you."

She blinked in abashment, an amber-eyed deer in the headlights of a monster truck. "I— I didn't think you meant it like that," she stammered. "I read in a magazine— I mean, you were—"

"Exactly! I _was_. We _were,_ so… forgive me for thinking it might have actually _meant_ _something_ to you."

"It did, of course it did," she said, her tone oscillating between pacifying and panicking.

"Oh, please!" he snorted, ignoring the tears rolling down his face. "I was just your training wheels, your… your _fluffer_. And you never even _told_ me. You should have told me, Jemma! How could you do this and not tell me what it meant to you? What it _didn't_ mean?"

"I— I thought— I'm so sorry," she choked, her face wilting in anguish.

"And Milton? _Really_ ? With his watermelon head and his bug-catching oily chest and his single-digit IQ? _That's_ who you want to be with?" Fitz shook his head and let out a despondent bark of laughter. "I thought maybe— maybe I could be so lucky. I thought maybe you loved me."

"Fitz," she gasped. "Of _course_ I love you. You're my best friend in the world!"

"Not anymore." He was almost proud of how calm he sounded, while on the inside he was losing his shit in a spectacular fashion. "God, I can barely look at you—"

"Don't say that," she begged, a sob lodged in her throat. "Please don't say that."

"What, the truth? I realize this might be a foreign concept to you—"

" _No_. No, you can't. I'm going to fix this," she said, impatiently wiping at the tears that had escaped the corner of her eye. "We're going to be okay. Just wait, we're going to be just fine. We'll still be working together at the pool anyway and I—"

"We won't be," Fitz said quietly with a single shake of his head. "I'm not going back to the pool. Mack's dad says he could use me at the garage, and James doesn't care one way or another, so…"

"Oh." Jemma's head moved back as if she'd been slapped. "I see."

"I think it would be best if you left now."

He met her eye, but only briefly. This wasn't the way he wanted to remember her, with tear-streaked cheeks and a quivering lip, the same way he didn't want her pleasure-stricken face to be his most salient memory of her, either.

When all was said and done, he wanted to remember the way she scolded him in the lab when he didn't do something exactly the way she liked, and the exalted tone of her voice when she talked about a scientific breakthrough. The awed look she sometimes gave him when he came up with a particularly ingenious solution to something that tripped her up. Her unrivalled eyerolls. Her triumphant smile.

Maybe in six months or a year or three, when things had settled down and he didn't feel like crying every waking moment, when he couldn't taste the acrid tang of betrayal at the back of his throat anymore— perhaps then they could have a cup of tea and laugh about the old days. They'd never be friends, of course, but they could be friendly acquaintances. It was possible.

He wouldn't bet money on it, though.

***

"Welcome to The Bus can I take your order." Daisy's voice sounded remarkably monotone as it crackled through the speakers, just as Jemma's bike pulled up short in the drive-in lane.

"Fitz found the List. He says we can't be friends anymore. He told me he— he can't even look at me and I—"

"I'm taking my break! Bobbi too," Daisy shouted to a coworker, and the knot in Jemma's throat loosened ever so slightly.

"I can't believe he's letting a little sexual experimentation come in the way of our friendship," Jemma lamented to them a few minutes later, wiping her wet cheeks with a paper napkin. "I didn't even know he— that he liked me like that. He never said anything. How was I supposed to _know?_ "

"Well, _I_ could have told you that," Bobbi shrugged as Daisy gave an energetic nod. "Anyone who's ever spent five minutes with the two of you could have told you that."

"You _knew?_ And you didn't _tell_ me?"

" _Everybody_ knows, Pancake. And honestly, I thought you did too. The way you've been acting around each other lately… I thought maybe you were getting on the same page."

"Same here," Daisy said, handing over another stack of napkins. "The real question is, do you _like like_ him back?"

"I don't know." Jemma huffed a shaky sigh. Images of Fitz's smile flashed through her mind and for a moment, she savored the memory of the prickly feel of his jaw under her fingers and the arresting softness in his eyes when he looked at her. "It's _Fitz_ ," she said, with a clearing shake of her head. "I never really thought about him that way."

"Not even when you two were… you know?" Daisy asked, wiggling her eyebrows suggestively.

"Well, you can't very well expect me to be clear-headed when I'm… when we're… _you know!"_ Jemma huffed in annoyance. "Why are you trying to confuse me?"

Bobbi and Daisy exchanged a long, perplexed look.

"We're on your side, Jem. No matter what," Daisy assured her. "We just don't want you to do something you might regret later. If it's Fitz that you want—"

"No. No, it's Milton," she said with a confidence she didn't feel. "It's always been Milton. Besides, even if I _was_ interested in Fitz, he's made it very clear that he finds me repulsive now

"Oh, honey, I'm sure he didn't mean that. He was hurt. Angry."

"You weren't there, Bobbi. He was so—" She cleared her throat as the tears threatened to submerge her again. "He was _so_ upset. But it's not like I made any promises! And I didn't _make_ him do anything he didn't want to do. Believe me, he was a willing participant. And now I'm not worthy of being his friend? God, Gloria Steinem is right, you're either the virgin or the whore."

"Well, you know what?" Bobbi said placatingly, wrapping a hand around Jemma's wrist. "One of those sounds a lot more fun than the other."

"Yeah," Daisy agreed with a vigorous nod. "The whore!"

***

"Look, I'm not defending what she did," Mack said, wiping his greasy hands on his overalls, "but you _know_ Jemma. She tends to get lost inside her own head. At the end of the day, _you're_ the guy she wanted to have all those firsts with, not Milton or anybody else."

"I don't want to talk about it," Fitz said without looking up.

"Nah, screw that, man," Hunter called from the stool where he was watching them work. "You need to bounce back as soon as possible."

"Still don't want to talk about it." Fitz pinched the bridge of his nose, leaving a dark smear over his face.

After a harrowing weekend of lonely brooding and sorrowful autoeroticism, he wasn't as bothered by his friends' prying as he could have been. Still, his misfortune had instantly become an object of fascination to them and the sole topic of all conversation, much to his dismay. By now, he'd lost all hope they would leave it alone.

"You need to find yourself a Rebound Girl, mate," Hunter continued vehemently. In a touching display of male solidarity, he'd been spending most of his afternoons at the McKenzie garage, sharing personal anecdotes and dating advice no one had asked for.

"Look, I appreciate your concern, but the last thing I want to do right now is subject myself to that dating crap again," Fitz said through gritted teeth. "I couldn't even ask out _you-know-who_ properly and at the time, I was pretty sure she was into me."

"Maybe _that_ was the problem. You were so intense about… Voldemort, the stakes were just too high. You should find yourself a girl you can be casual about."

"You mean like you and Bobbi?" Mack snorted, rolling his eyes.

Fitz shrugged uncomfortably and resumed working on the faulty carburetor before him. _That_ was what he needed— meticulous manual work that shut down his brain and kept him busy through the day.

When he wasn't busy though… the misery returned full force. And he missed her. _God_ , he missed her— their effortless friendship, her endlessly inquisitive mind, even her impressive, infuriating bullheadedness. She was the yin to his yang, and he couldn't shake the feeling that he wouldn't connect with someone so perfectly ever again.

***

It had been almost two weeks since the fateful pool party and its aftermath, and Jemma's mood remained consistently despondent. Every morning, a part of her kept hoping she would come to work and find him there waiting for her with a shy smile on his face, ready to put it all behind them and rekindle their friendship. Every morning, she was disappointed.

At least she could count on her friends— her _other_ friends. When they weren't on shift at The Bus, Bobbi and Daisy spent their afternoons at the pool, leisurely sipping on sodas and flipping through magazines— although Raina's collection of reading material was nowhere to be found now that Jemma's research had come to an abrupt stop.

Both were adamant that she should go to Fitz and make amends, but Jemma maintained that she had done nothing wrong. The List was a private document that he never should have known about, and everything that happened between them had been consensual, after all. But the more time passed, the more her loneliness and sorrow chipped away at her certainty that the moral high ground was ultimately hers.

"Look, Jem, there's something I've been meaning to ask you," Daisy said abruptly on one such afternoon. "Okay, here it comes…" Looking uncharacteristically nervous, she took a long, anchoring breath, dropping her phone in her lap. "If you're _really_ not interested in Fitz—"

Jemma's irritation levels instantly ratcheted up. "How many times do I have to _tell_ you—"

"—you wouldn't mind if _I_ went out with him, right?"

"What?" Bobbi asked, whipping her head to face Daisy.

"What?" Jemma gasped, her eyes widening in alarm.

"I know you were never officially together or anything, but if it bothers you, all you have to do is say so. Sisters before misters, right? Ovaries before brovaries?" Daisy held up her hand expectantly, but Jemma was way too stunned to high five her back. "But if it _doesn't_ bother you and he's a free agent, then… I mean, have you _looked_ at the guy lately? He got hella cute, and apparently, he knows how to use those long fingers of his, so…"

"Oh." Jemma's hands came to rest on her throat. She felt as if something was choking her all of a sudden. "I— I had no idea you felt this way about him. You've never said—"

"Well, that's because I thought _you_ were into him," Daisy explained. "Obviously I was wrong, so there's no reason not to go for it."

"Right." Jemma gulped past the lump in her throat. "No reason at all. I guess— if that's what you both want—"

 _"What?"_ Bobbi repeated, glancing back and forth between the two of them, her mouth gaping.

"Awesome," Daisy beamed. "You're the best, Jemma!"

***

Fitz was busying himself in the garage when he received the weirdest string of texts he'd ever gotten in his life. Daisy's rapid fire messages were so shockingly bizarre, he initially thought his crappy replacement phone was faulty. It was either that, or Jemma had put her up to it— but to what end? It didn't make any sense.

`[Daisy] Hey. Want to buy me dinner tomorrow night?`

`[Daisy] Anything but burgers.`

`[Daisy] Jemma says she's cool with it.`

`[Daisy] In case you were worried.`

`[Daisy] Pick me up at 7?`

Fitz read and reread the texts, his disbelief only growing each time. _What the hell?_ Daisy had never expressed any particular interest in him— surely he would have noticed? He, on the other hand, had harbored an admittedly pitiful little crush on her when they were in the 6th grade and she'd just moved in town, but that was water under the bridge.

_Jemma says she's cool with it._

Why did _that_ bother him so much? Of course she was cool with it. Whatever Mack seemed to believe, she'd made it abundantly clear that she wasn't interested in him. Still, it stung that she cared so little whether he started dating one of her closest friends.

He couldn't tell if it was morbid curiosity or complete dejection that informed his decision, but if Jemma was _cool with it_ , then so was he.

Dazedly he picked up his cell phone to type an answer that was both concise and unambiguous.

`[Fitz] Ok`

***

"He said yes!" Daisy announced triumphantly. "We're going to that Italian restaurant on Maple Street tomorrow. You know, the one that looks so romantic? I've _always_ wanted to go there on a date."

"Sounds nice," Jemma replied tightly. "Isn't that where Bobbi got food poisoning on her birthday last year?"

"No, that was the Thai place on Main," Bobbi provided.

"If you say so." Jemma shrugged, sounding dubious.

"Damn, I don't know what to wear. I want to look good, you know?" Daisy winked at her. _Winked_. "Hey, you two know my entire wardrobe— what do you think he would like? Is he more into butts or boobs?"

"Boobs," Bobbi said with an emphatic not. "Definitely boobs."

"Right! So I was thinking—"

"—pink dress? The one with the neckline down to _there?"_

"Excellent," Daisy grinned.

The rest of the conversation was drowned out by the sound of blood rushing to Jemma's ears. She tried to smile. She even tried to look happy for her friend. But what she really wanted to do was stomp and scream and throw an absolute tantrum.

It was happening. It was really happening. Fitz and Daisy— together. Kissing, groping and— oh Christ, she _really_ didn't need to picture it and yet the images were spontaneously forming in her head. It was all she could do to mumble a vague excuse, and the next thing the knew, she was on her bike, pedaling furiously all the way home, a full two hours before the end of her shift.

She dropped her bicycle on the lawn without even using the bike lock, burst through the front door and ran straight to her room. She grabbed a pillow, shoved her face into it, and _screamed_.

"Jemma." Melinda was standing in the doorway, her arms crossed over her chest, looking as intimidating as ever— to anyone who didn't know her. "Can we talk?"

Before she could make a conscious decision to tell her about what was troubling her, Jemma had invited her stepmom to sit next to her on the bed and she was telling her _everything_. Once she'd started, it was like a dam had broken and she just couldn't stop talking. Sparing the crudest details, she told May about the party, about Milton, about the list and about Fitz— down to that terrible Saturday she'd seen him for the last time, and his impending date with Daisy.

"It's just so… _painful_. And Fitz, he was terribly upset, he was— he was crying—"

Melinda nodded patiently. "They always do," she said with an empathetic smile. "Men are just more sensitive than they let on. Your father included."

"I _never_ wanted to hurt him," she cried. "He's— he _was_ my best friend. I had no idea…"

"I know you didn't," Melinda said soothingly as Jemma sobbed in her arms.

She couldn't tell how long she cried before she ran out of tears and her breathing evened out. Once she'd calmed down, Melinda grabbed her hand and spoke solemnly.

"Jemma, listen. As you move forward on your sexual journey, just promise me one thing."

"To use protection?" Jemma asked, wiping at her blotchy face.

"And lube." Melinda slid a tube in Jemma's hands before tapping her knee. "Remember, it doesn't _always_ have to be painful."

***

The next day, James punished Jemma for her vanishing act by making her clean a storage closet she hadn't even known existed and had, in all likelihood, not seen a broom anytime this year. It took her nearly an hour after her regular shift and by the time she was finished, it was almost 7:00.

All she wanted was to talk to Fitz before his date with Daisy. Granted, she had no idea what she was going to say, but she wanted to talk to him all the same. Of course, the fact that he had her number blocked made things slightly awkward, but after the summer she'd had, a little awkwardness wouldn't make much of a difference.

"Leo isn't home, my dear," Mrs Fitz said at end of the line. "He just went out with your friend Daisy."

"Oh. Right." She was too late. _Of course_ she was.

"I think they were on a _date_ ," Mrs Fitz continued, sounding dubious.

"You know, I think you're right," Jemma said squeezing her eyes shut.

"I was so hoping you two would sort things out. I don't know what happened between you two, but I know that my Leo never looked as happy as he did when you two were going out."

"Oh, but we weren't— it wasn't like that between us," Jemma stammered before she said a hurried goodbye.

When she picked up the phone again, there was not a trace of hope left in her, only resolve.

"Milton, It's Jemma," she said placidly when he picked up, and for once, she really felt as calm as she sounded. _Nothing like a little resignation to help me relax._

There was a shuffling sound as the music volume lowered around him. _"Who?"_

"Jemma Simmons. From the pool?" She felt a pinch of impatience— they'd seen each other not two hours earlier.

"Oh, yeah," he said distractedly. "Wassup?"

"Do you want to go out? Tonight? With me?" She was proud of herself for her delivery. It was straight, to the point, clearly enunciated, and left no room for misunderstanding.

There was a long pause before he replied, "Why not?" and she could hear the self-satisfied smirk in his voice from where she was standing.

 _Well, then._ It was time to prepare.

***

Fitz was fidgeting. Worse, he was fidgeting _very_ noticeably,and Daisy was definitely picking up on it. The thing was, he'd never been on a dinner date before, and it was so much more intimidating than going to the movies. For starters, the lights were on— fairly dim, but still— which meant everybody in the room could tell how rubbish he was at this whole dating thing.

He kept glancing back and forth between Daisy and the menu, wracking his brain for something smart to say. He knew he was supposed to ask questions, but the two of them had known each other for 7 years— he could hardly ask her about her family, her college plans or any mundane details of her life. He already knew everything, or at least the bullet-point version.

As soon as they'd ordered, Daisy turned to him, her best no-nonsense expression firmly etched on her face.

"Okay, keep your pants on Fitzy 'cause you're not scoring tonight."

"I don't— I wasn't—" Fitz stuttered, feeling his face grow beet red.

"Aww, don't be sad, you're getting _much_ better than that," she said, her face splitting into a wide smile. "I'm gonna help you get the girl."

She took a sip of water before leaning forward, her voice a conspiratorial whisper.

"Look, Jemma's my friend and I love her dearly but— how do I phrase this delicately… she's so freaking dense I could scream. Like, I don't understand how an actual genius can be such an idiot. Anyone with eyes can see that you two hopeless nerds belong together. She's miserable, you're miserable-squared— this whole thing is a ridiculous, pitiful mess. One that would be easy enough to clean up, mind you, but as you may have noticed, our girl is not one to graciously admit she's in the wrong."

Fitz snorted in spite of himself. "Right."

"What you need to understand is that Jemma _loves_ you. She doesn't realize it yet, for reasons I can't begin to understand, but she really, really does. And I know you're not likely to believe me without 'empirical evidence' or whatever, so we're gonna start with a little visual aid." She fished her phone out of her purse, toying with it for a few moments.

"This is the face Jemma made when I asked her if she was cool with you and I dating," Daisy grinned, holding up her phone to him. "Enjoy."

The candid picture showed Jemma at the pool in her regulation red one-piece, looking absolutely _livid_. In fact, he'd never seen her so unruffled, save for the time he'd copied all her notes and scored better than her on a test ("Because the grading scale is inherently sexist, Fitz!") and he probably shouldn’t be pleased to know she'd been upset but… the corners of his mouth were ticking up, and for the first time in a good long while, he felt a genuine flicker of hope.

"I'm listening."

***

It didn't necessarily mean anything when, on her way to her date with Milton, Jemma felt the kind of enthusiasm one might feel before having all their wisdom teeth extracted at once. It was just nerves, she reasoned. It completely made sense for her to be nervous. After all, she'd been waiting for this moment all summer. She was ready. Most importantly, she was _prepared_. In her purse, she'd stashed five different kinds of condoms (flavored, ribbed, XL-size, latex-free, glow-in-the-dark), Melinda's personal lubricant, dental dams, tylenol, hand sanitizer, and heavy duty pads in case there was substantial bleeding.

She didn't even mind that Milton's idea of a first date was to eat takeaway burgers from The Bus in his van while listening to Dave Matthews Band's greatest hits. She hadn't asked him out for a gourmet meal, nor for his scintillating conversational skills. They'd exhausted all topics of small talk on the short drive to Beaver Creek, anyway. The important thing was that he looked as good as ever, and he was there with _her_.

"Want me to turn up the music?" Milton offered, bunching up his burger wrapper and letting it drop to the floor.

"No, no, it's fine the way it is," she said with a tight smile.

"What do you say we move to the back?" he said with a leering grin. She thought she caught a glimpse of something stuck in his teeth. A sesame grain, maybe? _Great._

"Mmhmm," she mumbled back, still chewing on her last bite of burger.

Truth be told, Jemma felt a little sick to her stomach, but she chalked it up to the smell of burger grease and stale marijuana that permeated the van. Looking at him up close, she thought to herself that Fitz wasn't wrong: his head _was_ rather large and round— although 'watermelon-shaped' was clearly pushing it— and his impressively muscled chest looked a little sticky from the sun oil he liberally applied all day. Fitz didn't use sun oil— he prefered the thick white sunscreen lotion that always left cute smears on his nose and at the back of his neck.

They'd never been on a date, but she was fairly sure that if they had, Fitz would have chosen to talk to her rather than to listen to 'Crash Into Me' three times in a row. He always seemed genuinely interested in what she had to say, even if he liked nothing more than disagreeing with her. She didn't mind, of course— arguing with him was so much fun. She missed him. She'd never thought she could miss anything as badly as she missed talking to him. Just thinking about it now was enough to make her chest ache and her vision blur.

Milton was looking at her the way he always did— a little smugly, with moderate interest— and she couldn't help imagining the way Fitz would look at her now if he was in Milton's place. She could picture him perfectly, all awed and nervous and a little flustered.

Every time they'd been together, he'd made her feel acutely beautiful and wanted and, yes, _loved_. And she'd admired and wanted and loved him right back.

It was so _obvious_ to her now.

And while it was true that he was her best friend and that she'd never consciously thought about him _like that_ before, she realized now that it had been nothing but a gross oversight on her part.

It was wrong, it was all wrong. She'd been trying to conduct an experiment with laughably inaccurate starting data, to predictably disastrous results. She'd developed tunnel vision, clinging to a faulty hypothesis and single-mindedly charging towards her goal despite multiple red flags.

 _Oh Lord. Oh no._ What the hell was she doing here, in the back of Milton bloody Waters' van?

Jemma's eyes widened in alarm as she watched him lean forward, his lips slightly parted and ready to get things started.

"Milton. No, wait." Jemma was panting, her heartbeat driven wild by her growing panic. She needed to get away from him. She needed to find Fitz and explain to him… she needed to _fix_ this.

Milton glanced at her and did a double-take. "What's wrong with you? Are you— are you _crying?"_

"I think I’ve made a terrible mistake."


	7. Chapter 7

**Notes for the Chapter:**

> This is it, folks, the last chapter. Major, major thanks to RaptorLindsay for going through this never-ending draft and making it legible, and to everyone who commented and cheered me on as the story progressed. Hope y'all like it!

Jemma had Milton park his van across the street from the restaurant and took a deep, shuddering breath before hopping out. She could see Fitz and Daisy through the window, talking animatedly over a plate of antipasti. He was wearing her favorite shirt, a blue button up that perfectly complimented his eyes, and he was _smiling_. Not a forced, polite kind of smile— he was truly having a good time. Daisy was _really_ wearing her pink dress. There was a bloody candle on the table. They looked like an actual, adorable, honest-to-God couple, out on a romantic date without a care in the world. It was _nauseating_.

For a moment, standing aghast in the middle of the street, Jemma really considered giving up. And she might have, if Daisy hadn't caught sight of her through the window. Daisy didn't look particularly surprised by her presence, and Jemma could have sworn she saw her friend wink.

Moments later, Fitz came out of the restaurant alone, looking surprisingly happy to see her… until he caught sight of Milton standing idly by his van and the expression on his face switched from hopeful to murderous.

"It's not what it looks like," Jemma rushed to explain. "Or maybe it was but it's… it's not anymore, I promise. Fitz, I really need to talk to you."

"Why would I want to talk to you?" he asked, glaring at Milton.

"Because I— I made a mistake, a really _stupid_ mistake, and I owe you an apology."

"Did you do it?" he gritted out. "Did you have sex with him?"

 _"No."_ Jemma's face scrunched up her face in disgust. "Of course not!"

"Why the hell not?" he asked, kicking at something invisible on the ground. "Isn't that what you wanted this whole time?"

"No. _No._ It's… it's not him that I want," she said softly, feeling her cheeks burn. Lord, she was rubbish at _feelings._ "It's you _."_

Fitz sighed, stuffing his hands into his pockets. "I don't know if I can believe that, Jemma."

"People talk about having sex all the time, like it’s not a big deal," she said, glancing away. "But to me it _is,_ so I think the list was a way for me to… make it something else. Something that actually _wasn't_ a big deal, something unimportant that I couldn't muck up. But I did, I mucked everything up and I hurt you, and I hate myself for it. I'm so sorry, Fitz. You're the last person I'd ever want to hurt."

"Did you know how I felt about you?" he asked, his voice raw and ready to break.

She shook her head, feeling her eyes well up at his use of the past tense. "I didn't even know I felt the same about you."

He seemed to consider this for a long time, a number of contradictory impulses registering on his face until he finally tilted his head and said, "Let's talk somewhere else, yeah?"

***

It only made sense that this much needed conversation would take place at the swimming pool where they'd spent so much of their time together that summer. Jemma didn't have her set of keys with her and after some fumbling, they ended up not-so-gracefully climbing up the wire fence, chuckling at their own unimpressive athletic prowess.

After rolling up the legs of their pants, they sat down hip to hip at the edge of pool, soaking their calves and kicking a soft tide ahead of them. Once he'd heard her pledge that nothing had or would _ever_ happen with Milton, the air around them seemed charged with electricity. There was a feverish excitement to the silence stretching between them, as they teetered toward a change that felt both terrifying and exhilarating— a change that felt inevitable.

"When did you _know?"_ Jemma asked cautiously, wiggling her toes in the water. "When did you start thinking about me this way?"

"There wasn't just one big moment of revelation," Fitz replied evasively with an exaggerated one-shoulder shrug. "I guess things started getting a little muddled when I first realized you'd grown boobs."

"Typical," she smirked, splashing his leg lightly.

"Well, they _are_ pretty great," he said with a lopsided grin. "I think the turning point was… remember Homecoming, freshman year? I was going to ask you— it just seemed like the logical thing to do, you know, with us being together all the time— but then that tosser Seth Dormer beat me to it and…" Fitz sighed, glancing away into the starry night. "That's when I sort of… guessed. Nobody gets _that_ torn up over their best friend going to a stupid school dance with some jerk."

"You never said anything," Jemma stated blankly. Would it have changed anything— _everything_ — if he had? Did they miss out on three years of happiness because of fear and juvenile bashfulness?

"I didn't," he admitted, a desolate edge in his voice. "I was too scared to tell you. And I never thought— I knew you didn't feel the same way."

"I think maybe I did," Jemma said softly. "That night, at the Homecoming dance? Seth kept trying to feel me up, he wasn't even the least bit subtle about it. And he was so _dull—_ within five minutes, we'd run out of things to talk about. I only went with him because you hadn't asked me, and if I had known you were going to… The entire time, I kept wishing—" She grabbed his hand, holding it tightly between both of hers and summoning every ounce of earnestness she possessed. "I never wanted to be without you, Fitz. Even then, I… I just didn't understand what it meant. I'm so sorry that I ever made you feel otherwise. This entire business with— it was a gigantic mistake. I never felt _anything_ for him. Not anything _real_. Not like I do with you."

"Can you—" his brow furrowed as he struggled to get the words out. When he spoke, his voice was barely above a whisper. "Could you please say it? I think I really need to hear it."

"I'm in love with you," Jemma told him, her voice catching on every word. "I've been in love with you for a long time. I just— I didn't realize."

Fitz nodded and turned his face away from her, the wet streaks on his cheeks catching in the moonlight.

"I want to be with you, Fitz," she said gingerly, surprised to feel tears rolling down her own face. "I'd really like to be your girlfriend. If you'll have me."

"My girlfriend?" he repeated, wiping his face with the back of his hand, his eyebrows shooting up his forehead.

Jemma flashed him a tremulous smile. "Yes, your _girlfriend_."

"Whoa, whoa, hold on a minute. Who said anything about a _girlfriend?_ " he said, holding up his hands. His eyes were still wet, but they crinkled with mirth around the corners. "I didn't realize we'd be exclusive so soon, you know, I'm not sure I'm ready for that kind of commitment—"

"Oh, okay." Rolling her eyes, Jemma grabbed him by his shirt and pulled him in for their first kiss as an Official Couple.

***

Jemma was surprised, and frankly a little miffed, by Fitz's insistence that they should date— and _only_ date— while they learned to navigate the waters of their new relationship.

They went to the movies, various restaurants, the science museum and the local carnival; they played video games in his bedroom and marathoned Doctor Who on her parents' sofa. But there were no more illicit sex acts in semi-public location, no wandering hands under the conveniently thick comforter, and no fumbling experimentation in the relative intimacy of his mother's car.

Sure, every now and then she caught him ogling her chest when she wore a low-cut top, but he went out of his way to keep his gawking to a minimum. Fitz was, for all intents and purposes, a perfect gentleman, and it was rapidly getting on her nerves.

"If it weren't for the goodnight kisses, I would think he's not even attracted to me anymore," Jemma lamented, and Daisy snorted loudly.

"Yeah, how _dare_ he romance you every night and not even expect you to put out," Bobbi replied, rolling her eyes.

"Ugh, respectful boyfriends are the _worst,"_ Daisy said in an exaggerated groan. She and Bobbi exchanged a wry look before turning back to Jemma, eyeing her with fond exasperation.

"But what if I _want_ to put out?" Jemma mumbled, her lower lip jutting out into a pout.

"How about you try a little trick called 'being patient'?" Bobbi asked airily. "Like he has all these years, waiting for you to catch up?"

"Hey!" Jemma pointed her straw at her friend indignantly. "Low blow."

"You _wish,_ " Daisy snickered. Jemma crumpled her napkin and flung it at her friend and as straw wrappers and ketchup packets began to fly, all pretense at a serious conversation was swiftly forgotten.

***

" _Damn it,_ " Fitz yelled as a red shell hit his car squarely in the back, sending him spiraling off the edge of a cliff. "That's it. I'm not playing with you anymore."

"You're such a sore loser," Jemma huffed, rolling her eyes.

"I am _not_ ," he said, dropping the Wiimote so he could cross his arms over his chest and sulk more effectively. "It's you who keeps cheating!"

"Please explain to me how using a lawfully obtained item, to which you also had access, is _cheating?"_ They were sitting side by side on the floor with their backs to his bed, close enough that she barely had to move to poke him in the ribs.

"It is when you somehow manage to get _all_ the good ones and use them solely against me!"

"I resent the implication that I need to cheat to win. I happen to be an excellent driver."

"Oh, please, you're playing as _Luigi_ , honestly—"

"Everyone knows he's the superior Mario Brother, Fitz! It's not _my_ fault that you insist on playing as an anthropomorphic lizard—"

"HE'S A _DINOSAUR!"_

"Leo?" his mother interrupted with a knock on the door. "I'm off to my book club meeting."

"Okay, Mum," he mumbled, still glaring at Jemma.

"I'll be back in two hours. Do try not to bicker too much," she said, her voice tinted with amusement.

A minute later, the sound of the front door shutting downstairs echoed up to Fitz's room, and then the house was silent and empty. They were alone. In his bedroom. Free to do whatever they pleased.

Fitz cleared his throat as he valiantly tried— and failed— to stop his pervy brain from conjuring up a dozen pornographic scenarios on the spot, every last one of them involving Jemma in some state of undress and spread across his childhood bed.

After weeks of waiting for a perfect moment that wouldn't come, desperately clinging to the last shreds of his self-control to show Jemma the respect she deserved, his mind's eye had developed some rather impressive visualisation skills.

"So, huh. Want to play Mario 3D World?" he asked, scratching at his eyebrow. "If you can abstain from pushing me into the void, I'll let you have all the invincibility leaves." _Or, just, you know, take off your shirt and— ugh, God, pull it together, man!_

"Not particularly," she shrugged, squirming slightly. "Unless that's what you _really_ want to do?"

Fitz gulped before he tentatively met her eyes. Her cheeks were noticeably rosier than they'd been moments ago, and his heartbeat picked up in recognition.

"I don't mean to— I don't want to pressure you," she said, flustered. "And I know you'd rather wait before we… which I _completely_ understand and respect, of course, it's just that I really—"

Fitz couldn't wait a moment longer— he leaned over and kissed her, burying his fingers in her hair. She let out a soft moan and responded in earnest, sucking his lower lip into her mouth before aggressively deepening the kiss, the caress of her hand on his face sweet and tender by contrast. She stopped just long enough to move and straddle him, grabbing his shoulders for balance. He groaned into her mouth at the feel of her knees bracketing his hips and her body pressed flush into his, his arms wrapping around her waist to keep her close. There couldn't be anything in the world as addictive as this, he thought— wanting her so completely, and her wanting him back. The feeling overwhelmed him as their lips barely separated.

"Hi," she said, her breathing labored as she rested her forehead against his, and her smile alone could have lit up the room.

***

Jemma was about to spontaneously combust. As unlikely as it might be from a biological perspective, her heart was beating so fast and her body was producing so much heat that it felt almost plausible.

Since the two of them had reconciled, she'd diligently respected his boundaries and let him set the pace of their physical relationship, even as she privately lamented that he'd chosen such a hopelessly lethargic speed. She'd come to the conclusion that he was testing her to see how seriously she was taking their new relationship, and this was one test she had no intention of failing— she wanted his trust back more than anything in the world.

The problem was, once she'd finally realized how she _really_ felt about Fitz, she'd also started being constantly turned on by him. It was as if a switch had flipped, and suddenly everything he did and said was ridiculously, absurdly attractive to her. His hands made her want to weep. His smile had her knees wobbling. The way he looked at her sometimes… it took _a lot_ of self-control not to push him to the nearest flat surface and have her way with him. And now that it felt like every planet in the cosmos were aligned to give them _a moment_ , Jemma couldn't hold back anymore, so she did the first thing she could think of: she grabbed the hem of her t-shirt and pulled it over her head.

At the sight of her fairly plain pink bra, Fitz's eyes glazed over and his mouth fell open in awe. Seemingly of their own accord, his hands trailed up from her waist to her shoulder, grazing her neck before dipping down her front. With the pads of his fingers, he started connecting dots from the network of freckles that ran between her collarbone and the swell of her breasts, each new stroke a little lower than the last.

"You've seen them before," she said softly with a smile in her voice, fidgeting under his intense stare.

"Uh-huh," he replied absently, eyes never straying from her chest as he allowed her divest him of his t-shirt.

Jemma's mouth curled into a smirk. "I guess now I know how to effortlessly win an argument against you."

"Unfair advantage," Fitz muttered as his forefinger followed the edge of her bra.

As lovely as this slow exploration was proving to be, she was dying for him to touch her more intently. She arched her back, just in case he hadn't noticed her puckering nipples were poking out beneath the fabric and sighed impatiently when he didn't budge.

"This one," he finally declared, bending to kiss the freckle at the center of her chest. "This one is going to be my favorite. Or maybe this one," he amended, kissing a spot just above the cup of her bra.

"Wait, there's more," she smirked, reaching behind herself to undo the clasp. She shook her shoulders, letting the straps slide down her arms and the garment flop at her stomach. Fitz looked so enthralled by the sway of her breasts that she couldn't help but laugh.

"You're such a—" She trailed off as soon as he wrapped his lips around her nipple, sucking it into his mouth and flicking it with the tip of his tongue, sending heat pooling between her legs as she started bucking her hips against his.

When Fitz glanced up, he looked entirely too pleased with himself and the response he was coaxing out of her. _Oh, that won't do._

"There's no need to be so smug," she said primly. "Stimulating an erogenous zone _will_ result in—"

She gave a sharp cry when he sucked her other breast into his mouth, this time even more intently, and all her nerve endings caught on fire.

"God, I love your boobs," he sighed as he worshipped them in turn.

Jemma's breath was coming out in ragged pants as she desperately grinded against the bulge of his jeans, the friction created through two layers of denim addicting and yet frustratingly insufficient.

"Fitz," she said, breathless, as she hooked her index finger in the belt loop of his jeans, "do you think we could… take these off?"

"Alright," he said after a beat, his face coloring into a blush.

She got up first, peeling her own jeans off her legs as he stared in complete fascination, his eyes fixated on the damp spot between her legs where the pink cotton of her underwear was visibly darker. When he leaned forward to place a kiss at the center of her panties, looking up at her in pure adoration, she let out a shuddering sigh and raked her fingernails through his curls.

"Your turn," she groaned, dropping onto his bed, shamelessly ogling him.

How in the world had she spent all those years looking at Fitz and _never_ realized how undeniably attractive he was? It wasn't just his boyish face and his bright blue eyes, either. His body was lean but well defined with long, elegant limbs; a dusting of pale hair ran down his chest, growing darker along the path trailing from his navel to the unmistakable erection straining against his boxers. Her pulse picked up as her eyes settled on his bulging crotch. Even though she'd seen it before— and done a lot more than just looking— the tangible proof of his desire for her was as startling and arousing as the first time.

And then there was the matter of his spectacular, capable hands, hovering restlessly by his sides as he tried to decide of a course of action. _I can help you with that._

Smiling invitingly, Jemma stretched out on his bed, situating her body to showcase her best bits, and pillowed her head on her arm as she waited for him to join her.

***

Jemma Simmons was sprawled on his bed in only her panties, all creamy skin and enticing freckles and mesmerising breasts on full display, and Fitz was about 97% sure it wasn't a dream. Okay, 96%. Those were still pretty good odds.

He sat down at the foot of the bed, smirking when her eyes narrowed in disappointment, and took his time running a hand up the pale skin at the inside of her leg.

 _"Hurry,"_ she pouted, and as Fitz muttered something about her bossiness, Jemma let her legs fall open on the mattress. There it was: that fascinating damp spot at the center of her panties. For a moment, he basked in the knowledge that making out with _him_ was turning her own to the point of soaking through her underwear.

His hand trailed up her thigh until it met with the wet fabric. Hissing a muttered curse, he stroked her through the barrier of wet cotton before letting his index finger dip under the elastic on the side to feel her slick folds.

"Take them off," she demanded in an impatient huff, and he lost no time complying, dragging her last item of clothing down her legs, and then Jemma was laying naked on his bed, looking up at  him expectantly, like all his teenage fantasies came true.

Fitz shifted higher up the bed, his eyes wandering leisurely over her body, from her wide pupils and parted lips to the flush that spread from her cheekbones all the way down her chest.

Whimpering softly in anticipation, he moved to map the curve of her breasts with his hands, dropping kisses on random freckles until his mouth met with the tight, embossed skin of her nipple. Jemma let out a satisfying sigh as his tongue twirled around the hardened tip while he flicked the other with his thumb, delighting in all her little gasps and sighs. He'd never in all his wildest fantasies imagined that she would _like_ this so much, or be so obviously turned on by him, and yet here she was, arching into his every touch.

He followed the slope of her stomach all the way down to the soft patch of curls at the apex of her thighs and then lower, to her pink, glistening core. There, he traced a line from her slick opening to the swollen hood of her clit and lazily circled around it, earning himself a deep groan of approval.

"Fitz," she moaned when he repeated the motion, and that was it— the X-rated voice he'd dreamt about so often.

"What do you want, Jemma?" he asked, pushing his luck, as he glanced up from between her parted thighs. "Tell me."

"Just— don't stop," she said in the same breathy, ridiculously _sexy_ voice, and he felt an answering jolt of lust shoot straight to his dick. _How did she learn to talk like that and why doesn't she do it all the time?_

"Okay, yeah," he mumbled dazedly, settling down between her legs. Feeling slightly less intimidated than the first time, he spread her open with his fingers and lapped up her folds, dipping the tip of his tongue inside her to sample the tangy taste of her most intimate place. When she huffed with impatience, his mouth trailed up and settled on her tight nub, drawing tight circles around it with increasing pressure. For every strained moan she gave him, he gently sucked her clit into his mouth, and soon her hips were bucking up rhythmically as she chased after her climax.

Fitz easily slipped one, then two fingers into her welcoming heat, twisting them experimentally and stroking her from the inside. A choked whimper fell from her lips as the rise and fall of her hips became more erratic. When he felt her tighten around his fingers, he let out a loud groan of his own— he could barely keep his focus on her responses with his lizard brain demanding he replace his fingers with another part of his anatomy.

"Yes, oh God, _please,"_ she begged, her hand grabbing at his curls none too gently, pulling his face harder against her. He did his best to coordinate his movements with the push of her hips and - _Christ_ , he could feel her coming, clenching around his fingers as the room filled with her cries of pleasure.

Making Jemma Simmons come was _definitely_ going to be his favorite activity for the foreseeable future, he thought as he gave her one last parting lick. This evening was turning out to be the highest point of his life so far, and it wasn't over yet.

After her body had stilled and her grip on his hair relaxed, Fitz wiped his face on the sheet and slid up to rest his head high on her chest. As her breasts filled his line of vision, he pressed his body into her side and started drawing patterns on the skin of her belly, making her twitch each time he grazed a ticklish area.

"Do you want help with that?" she asked after awhile, her voice playful, and he looked up to find Jemma was eyeing the place where his conspicuously tented boxers pushed against her leg.

"Help with… uh, I wouldn't _mind?"_ Fitz replied dumbly, although at this point he was fairly certain he would come all over himself if she so much as rolled her eyes in his direction.

***

Given that he'd spent the past few minutes lying peacefully next to her, trailing lazy kisses up her arm, Jemma was slightly surprised to reach inside his boxers and find him pulsing urgently in her hand, oozing with precum and evidently ready for a quick denouement.

"Yeah, I'm not gonna last," he warned with a tight, lopsided smile. "Not after—" he trailed off, eyes skimming pointedly down her body.

Jemma beamed, helping him out his underwear before she wrapped her hand firmly around him and tried to recreate the rhythm he'd taught her all those weeks ago in the relative darkness of a movie theater. Her memory was _excellent_ , as evidenced by the rough groan rewarding her first stroke.

He shifted in her grasp, aligning them so they were face to face on their sides as her hand kept working between their bodies. She tangled her legs with his and he pressed their foreheads together, his breath coming out in sharp gasps.

"Kiss me," he panted, his voice rough, and her mouth found his immediately, all lips and tongue, joining him in a demanding kiss as he drove into her hand. She could feel his body stiffening with tension, his cock impossibly taut as she squeezed him harder, and then he was coming in warm spurts over her stomach, gasping for air against her chin.

"Sorry," he needlessly mumbled after his body went slack. His eyes were squeezed shut, his breathing labored and his lips blindly searching out hers for another kiss.

Jemma trailed the tip of her tongue along his bottom lip before she dipped lower to trail kisses down his throat. Once he'd wiped her belly clean with a stack of tissues from his bedside table, he dropped back on the bed with a satisfied sigh, hauling her half on top of him.

"I love you," he said into her hair, his hand stroking up and down the lean lines of her back.

"Are you talking to my boobs?" Jemma smirked, sliding her leg between both of his. Her hand trailed up to his face to test the bristle along his jaw with the pad of her finger.

"Mmhmm." His hand deviated from its course to graze the curve of her right breast. "I think they might be my soulmates."

It occurred to her that it was the first time they could simply just _be—_ laying in each other's arms naked and unhurried, free of the urgent demands of arousal. He was warm and solid beneath her, radiating the same endorphin-fueled euphoria she felt down to her bones, and she couldn't remember ever feeling this stupidly happy before.

"Don't fall asleep on me," she tried to scold him, the effect ruined by the audible elation in her voice.

"Distract me, then," he said, his hand still palming her breast while his head burrowed into the crook of her neck.

"Mmh, okay," she pretended to ponder it. "Want to have another go at the Rainbow Road? I'll do my best to slip on all your silly banana peels so you don't feel too lonely at the bottom of the charts."

"Shh, you," he said, and she felt him smile against her cheek. "I was talking to my soulmates."

"Oh, alright then," she huffed, feigning annoyance when she was only too happy to oblige. Reluctantly untangling herself  from his warm body, she straddled his stomach, her hands resting on his chest, and gave him an unobstructed look at her round, perky breasts.

Fitz made a sound between a sigh and a moan as his fingers crept up her stomach. "You have my undivided attention," he confirmed as his thumbs began circling around her nipples, flicking and teasing until they puckered under his fingers.

"Damn, you're hot," he mumbled, before glancing up at her face with a frown of uncertainty "I'm allowed to say that, right?

"That you think I'm hot?" she snickered, arching her back to enhance his view. "I suppose I can let it slide. Just this once."

"Good," he said distractedly before hooking his arms around her and flipping on her back. Supporting his weight on his elbows, he rolled on top of her, blanketing her with his body. His mouth found its way back to one of her breasts, giving it a playful swipe before attaching to her nipple, sucking on it hard enough to make her gasp and buck into him insistently.

It wasn't only her though— when he shifted to work on her other breast, she felt him against her thigh, hot and heavy and definitely hard again. _The perks of being a teenage boy._ Jemma parted her legs further, allowing his body to settle between her knees, and when he shuffled up to kiss her, his cock aligned with her core, making them both gasp.

"Fitz," she started, her voice uneven as she nuzzled his cheek, "how long before your mother comes home?"

He craned his neck to get a look at the clock by the door, before returning his mouth to her neck and nipping at her pulse point. "About 45 minutes," he replied, shifting so he brushed against her center again. She was wet again, needy and aroused, but this time it wasn't his mouth that she wanted.

"Okay." She chewed on her bottom lip as a nervous flutter invaded her stomach. "Do you want to… do you… _want to?"_

Words were failing her— 'have sex' felt pedestrian and emotionless, 'make love' was too cheesy, 'fuck' too vulgar, and the last thing she wanted at the moment was for them to 'sleep'. But she _wanted_ him— wanted to be as close to him as two human beings in love could be, to be joined with him, to feel him inside her body like he'd ingrained himself in her heart.

His head shot up, eyebrows drawing together in a mask of disbelief. "Do I want to… what?"

 _"Everything,"_ she replied breathlessly, and rolled her hips up, coaxing a muffled cry from his throat.

"Not fair," he croaked with a tight smile. "I can't think when you do that."

"Sorry." _No I'm not_. She forced her hips to still, staring back into his eyes. They were almost all black now, save for a slim ring of blue.

"Jemma," he said, cupping her cheek in his hand. "Are you sure?"

Gingerly, she nodded. "I love you," she said softly, combing her fingernails through the short curls at the nape of his neck. "I want you to be my first and I— I'd like to be yours too. If that's what _you_ want."

"Yeah," he smirked against her throat, licking a path down to her collarbone. "Yeah, I think I could live with that," he said, the corner of his mouth ticking up.

"I don't have… anything," Jemma sighed, remembering the kit she'd stashed at the bottom of her sock drawer after her disastrous date with Milton. _Well, maybe not entirely disastrous, if we ended up here._

"I do. Not that I was expecting— I got them from before," he quickly amended. "That's not to say I was presuming of anything back then—"

"Excellent,"she said brightly. Unable to contain her excitement, she tapped his shoulder to urge him into action.

***

Fitz fumbled in his nightstand drawer for a minute before sitting back on the side of the bed, a tinfoil package in his hand. As if this step wasn't awkward enough, his hands were shaking so badly they were essentially useless, and it took him approximately an eon to get the blasted thing on.

He turned back to Jemma, who looked blindingly gorgeous sprawled out on his bed. Her eyes were darting back and forth between his face and his latex-covered dick and she licked her lips, smiling up to him like a fantasy sex goddess. This was _not_ what he'd had in mind when he'd asked her over to play a few rounds of Mario Kart. _Not that I'm complaining._ It was a good thing he'd already come once, even though that was no guarantee he wouldn't embarrass himself when it really counted.

"If it helps," she said with a shy smile, "I'm probably more scared than you are."

Something unpleasant lodged in his throat and Fitz shook his head. "I don't want you to be scared at all."

"Hey." Jemma's arms locked around his frame, her breath warming the side of his neck. "Come on, now. You know that's not what I meant."

"I know what you meant," he said, nodding into her hair. He knew he was being ridiculous, but he couldn't help it— he was feeling too many things at once and couldn't focus on any one of them.

"I want this," she continued, "but it doesn't have to happen _tonight_."

"I'm good," he promised with more assurance than he felt. "It's just nerves."

"Wanna make out some more?" She beamed at him, one of her wide and sweet smiles that he loved so much, and he caught her mouth with his, grateful to let her turn his brain off for a time.

Between the playful teasing of her tongue and the press of her breasts against his chest, it wasn't long before he was leaning into her, his senses overcoming his mind. Jemma locked her arms around his torso, parting her legs to accommodate his body, and he bumped into her again.

"Last chance to change your mind," he said, kissing her eyelids, her cheek, the tip of her nose.

Jemma tilted her hips to better align their bodies, resting her feet on top of his thighs, and looked up at him in earnest. "I'm ready," she said decisively, grazing his shoulder blades with her nails.

Fitz nodded shortly, pressing another kiss to the corner of her mouth before meeting her eyes. He stroked up, rubbing along her wet folds, and then he was pushing inside her, his eyes fluttering shut at the foreign, exquisite, _fucking brilliant_ sensation of Jemma's body stretching around him.

When he heard her soft hiss, he stilled completely, his jaw locking as he fought the urge to drive deeper inside her.

"Does it hurt?" he asked, his voice both strangled and rough.

"Not exactly." She gulped, breathing hard against his cheek. "It sort of… burns? It's not entirely unpleasant."

"'Not entirely unpleasant'? Wow, you really know how to boost a bloke's confidence," he replied with the ghost of a smirk. When she chuckled, the rippling of her body pulled him further inside her, and they both gasped loudly.

"Are you alright?" he asked in concern, nuzzling her face and dropping a kiss at the corner of her lips.

"I'm fine." Jemma grinned even as she pressed her hands flat on his chest, urging him to keep still. "You're _inside_ me."

"Huh, yeah," he blinked. "Hard to miss that little detail."

She kissed him then— a messy, unfocused kiss, wrapping herself more tightly around him, his entire universe reducing to the space between Jemma's limbs as he went dizzy from sensory overload. She kissed him and kissed him and kissed him until her grip on his frame loosened and some of the tension left her body.

"Okay," she said, her voice clear and calm, and her smile was reaching all the way up to her eyes again. "You can move now."

***

After the Herculean effort of keeping still while her body was adjusting to him, the smile Fitz gave her was both grateful and relieved.

Slowly, he pulled almost all the way out of her, his movement as measured and careful as he could manage, and Jemma was pleased to notice the initial burning ache had faded into mere discomfort.

"Does it feel good?" she asked, watching the rapid play of expressions on his face, from worry to exertion to pleasure.

"Yeah it— yeah," he chuckled, grazing her bottom lip with his thumb before giving her another hazy kiss.

He drove into her again, each movement growing more assured as he tried new angles, forces and speeds. She watched him closely, enchanted by the look on his face as he savored the feeling of being joined with her, and it was nothing short of mesmerising.

She stroked the length of his back, feeling the flutter of muscles under her fingers, and shifted her legs up to hook them around his waist. The new angle was interesting, but the muted ache of his initial stroke kept bothering her, and she was ready to try something different.

"Wait," she gasped, remembering something she'd read during all those hours of research.

Fitz stopped moving altogether, his brow furrowed with worry. "Did I hurt you?"

"No, no, you haven't. I just— I want to be on top," she said in a rush, rolling her eyes at her own embarrassment. "I read it would improve my chances to reach orgasm by 40%. Do you mind?"

Fitz's eyes grew several sizes larger. "Nope. Nope, that’s— I definitely do not mind."

Changing positions was awkward, and she worried that his pulling out and entering her again might amplify her earlier pain. _Come on, Simmons, sex is probably nothing like breaking in new shoes._

"Hello again," she grinned tightly as she straddled him a moment later. She guided him back inside her very carefully and found that she very much enjoyed having control of things.

"For the record, I like this already," he stated happily, his head straining up to pepper kisses on her breasts. When she sank all the way down, his mouth dropped open and he groaned, his eyebrows drawing together and his playfulness forgotten.

"Is this okay?" she asked, tilting her pelvis experimentally.

"Uh-huh," he nodded dazedly, his fingernails biting into the tops of her thighs.

It didn't take long until they found a rhythm that synchronised his thrusts with her downstrokes, their bodies meeting halfway and each roll of their hips creating delicious friction.

"God you look—" he trailed off in a whimper and palmed her ass to help her up, his fingers kneading into her cheeks.

 _"Oh,"_ she moaned, her head falling back after she accidentally ground against him on the downstroke, sparking a new wave of sensations.

" _Fuck_ , do it again," Fitz demanded, his voice breaking and his gaze glued on her pleasure-stricken face. She did as he asked, bouncing harder on his cock, grinding her clit against his body a little harder each time. Her orgasm was building, and she could feel it rising steadily each time their body met.

"I think I'm gonna come," she said breathlessly, delighted at the thought. She'd read _a lot_ of sex columns that summer— she knew the odds of her getting off this first time were slim to none, and she'd tried to manage her expectations accordingly. But _this?_ The way her body was burning now was _very_ different to what she'd felt when they started. _40% indeed._

"I would give you a fist bump," Fitz panted, "but my hands are pretty busy." He grinned, his fingers digging into her butt for emphasis.

With a chuckle, Jemma slipped her hand between their bodies, using her index finger to work herself up with more intention. She closed her eyes in concentration, willing everything else away, everything but the sensation of taking him inside her, the warmth of his body, the sounds of bliss tumbling from of his mouth, and the pulsing pleasure she was coaxing from herself. She was _so_ _close_ — _every_ touch felt like it might be the one to push her over the edge.

"Fitz," she breathed, a question and an exclamation at once, and suddenly she was gasping for air, every cell in her body igniting at once.

Through the haze of her own climax, she heard his stifled groan and felt his body grow rigid beneath her, his grip on the back of her thighs hard and unforgiving until it slackened abruptly, leaving Fitz spent and panting.

Just opening her eyes felt like a sizeable effort, but she needed to move. She rose up, collapsing on top of his chest, and relished the soothing sound of his heartbeat as it slowed down under her ear.

"Let's do this all the time," he said, his eyes fluttering shut. "Let's never do anything else but this _ever_."

"What about science?" Jemma snorted.

"Overrated," he declared, kissing the top of her head before gently shifting out from under her so he could dispose of the condom. She missed him immediately— missed their skin touching, missed his arms around her. _Don't be ridiculous,_ she scolded herself. _Don't be needy._ Yet as soon as he returned, she burrowed in his arms again, basking in the joy of his lavishly dispensed affection. If he noticed her rare display of neediness, he didn't seem to mind it much.

"You're being entirely objective right now, I'm sure." She chuckled, feeling exceptionally optimistic herself.

"I'm serious, Jemma," he said in the whiny tone he saved for his least reasonable arguments. "Actually, I've never been so sure of anything in my life."

Jemma rolled her eyes to the ceiling. "So, the same way you were sure no Doctor could ever be cooler than Nine?"

"Hey!" he exclaimed. "You're supposed to be dazzled by my sexual prowesses, not throwing past mistakes in my face. You're ruining my afterglow."

"Oh, pardon me. You're absolutely right, science is worthless. The earth always looked pretty flat to me, anyway," she said solemnly, dissolving into giggles as he found the most ticklish spot on her ribs and mercilessly attacked.

***

They must have dozed off for a few minutes, because the next thing Fitz heard was the sound of the front door closing shut downstairs.

 _"Shit,"_ he hissed as he scrambled around for their clothes, all but jumping into his boxers before shoving Jemma's things into her arms. They got dressed at record speed, tripping around to recover every last errant sock until they looked reasonably presentable.

Before they made their way downstairs, he grabbed her shoulder and pulled her to him for one last quick kiss before they allowed the outside world to pop their blissful bubble.

"Thank you," he murmured, before scrunching up his nose and chuckling self-consciously. "I shouldn't have said that, right? Is it bad post-coital etiquette?"

"I don't know, they never said anything about that in Cosmo. Should _I_ be thanking _you?"_ she grinned, raising an eyebrow.

"Yes. _Obviously,"_ he stressed, sticking his tongue out at her before opening the door.

"So, who won the race?" his mother asked as they walked down the stairs, decidedly not touching save for the back of his hand "accidentally" brushing against the back of hers.

"Jemma did," Fitz grumbled, "but I still say she cheated."

"Nicely done!" Mrs. Fitz shot Jemma a pleased smile. "It always does a boy good to be beaten at what he likes by a woman."

"Oh, thanks a lot for your support. My own _mother_ ," Fitz said petulantly, shooting a sly grin at Jemma behind his mother's back.

"Here," Mrs. Fitz said, handing her car keys over to Fitz. "You should drive Jemma home."

"Oh," Jemma glanced uncertainly between them, "thank you, but it's late and I don't want to impose—"

"Nonsense," Mrs. Fitz said with a dismissive wave. "He's happy to do it."

"By all means, pretend I'm not standing right here," Fitz rolled his eyes as he stepped into his trainers.

As they walked past his mother on their way to the door, Mrs. Fitz grabbed Jemma's arm gently and said, "You might want to do something about your hair, dear. You look a little mussed."

Her smile was quite serene as she watched them both turn a dark shade of crimson.

***

"So," Fitz said as he parked the car half a block from her house. "Tonight was…"

 _Everything I'd hoped for and more. The best thing that ever happened to me and probably anyone. Presumably the best first sexual encounter in human history._ His head was still filled with a million pornographic images— her delightful lips all swollen from kissing (God, from kissing _him),_ the look of her small hands wrapped tightly around him, her mouth falling open to cry out from an orgasm _he'd_ given her, the bounce of her breasts as she rode him— but it wasn't _just_ the phenomenal sex that made it so perfect.

He was thrilled with the way she readily trusted him with her body, and her enthusiasm in exploring his. The ease with which she could both make him laugh and make him hard, annoy or entice him, often simultaneously. They'd only barely grazed the surface of all the things he wanted to do with her, either in or out of bed. It was almost enough to make him want to start a list of his own— a list of Things To Do With Jemma Simmons. He had _a lot_ of ideas to write down, most of which he was fairly certain would would turn out splendidly, and anything that didn't turn out so well, he trusted they would at least have fun trying.

"It really was," she said, her smile wide and open and so full of joy he couldn't help but lean down to taste it.

"You'd better get going before this escalates," he said regretfully, disentangling his fingers from her curls. He noticed with a wince the mess he'd made of her hair _again,_ and proceeded to comb his fingers through it in an attempt at restyling that left it perhaps more tangled than before. _Close enough._

"Oh," she pouted, her eyes shining with mischief. "I was kind of hoping it would."

 _"Jemma,"_ he whined even as his body perked up at the prospect. "Are you actually trying to kill me? I may be young but as you know, I have _terrible_ living habits. Keep this up and I might not live to see 20." He narrowly dodged her arm as she went to shove him and instead caught her hand in his. "Good luck explaining to my grieving mother that her only son is gone because you couldn't tame your concupiscent ways."

"You know, all you're going to get with that line of reasoning is for the best girlfriend in the world— that would be me— to monitor your diet and help you commit to a healthier lifestyle, whether you like it or not."

"Forget I said anything," he smirked, dropping a kiss at the corner of her lips. "I'll see you tomorrow, yeah?"

"I can't wait," she said, her eyes melting with tenderness. She was looking at him _that way_ again. The way that stopped his heart and made him catch his breath and think, _'Oh. She really does love me.'_ It was a look he suspected she often saw reflected in his own eyes, but to be on the receiving end of it? That was nothing short of magnificent.

It had been an… interesting summer for sure, all things considered. _But a pretty damn good one._


End file.
